An Arrangement Between Friends
by Teri Leigh
Summary: New note in response to new ff.net rules and where to find new updates of this fic.
1. The Proposition

Title: An Arrangement Between Friends

Author: Teri Leigh

Rating: R (erring on the side of caution. Maybe only PG13)

Disclaimers: If only they were mine. ::sigh:: I am in no way related or associated with DC Comics, the WB, or anyone else with any kind of power or authority over Smallville.

Authors Notes: This story would not be possible without Jade and her patience for hours worth of questions and pestering. You're the greatest. Seriously. Everyone read her fics.

Send feedback to me at: tbrinklow@cfl.rr.com or terileighb@yahoo.com 

Chloe Sullivan found herself in a new and uncomfortable position. The quirky blonde reporter was known for her no holds barred, take no prisoners, act first ask questions later attitude. She was proud of the fact that she had once been accused of having "brass balls". Chloe's current discomfort was made more unsettling by that reputation. At this moment in time, the irrepressible Ms. Sullivan was…nervous? Anxious? She wasn't exactly sure what the feeling was, but she knew she didn't like it. Ceasing her pacing, she stood on tiptoe to peer through the window of the Torch office at the figure causing all this emotional upheaval.

Clark Kent sat at his desk, his head of thick, shining black hair bent down to study his keyboard. The expression he was wearing showed his level of deep concentration. His brow was creased in thought, making his eyes more piercing and intense. He was worrying his full, pink bottom lip between his teeth. Damn, Chloe wanted to nibble on that lip. The fact that her lips had been pressed to his and she had no recollection of it was a cruel twist of cosmic fate, or more accurately, Smallville weirdness. However, that was a situation she intended to rectify. 

Stepping back away from the door, Chloe ran her hands through her short, flippy hair in an attempt to smooth any flyaway strands. She gave her skirt a little twist, ensuring it was straight. The black skirt was shorter than what she normally wore, barely reaching mid-thigh. She was wearing her brand new, knee high, black leather boots, which somehow made the skirt appear even shorter. Her long multi-colored jacket had a marabou collar that lightly caressed her cheeks when she moved her head. The long sleeved shirt she wore helped to protect her from the chilly Kansas afternoon. She should really be wearing pants on a day like today, but she had decided she could sacrifice comfort in favor of beauty for the day. Most definitely shallow, but, hey, she looked hot.

She took another quick peek into the office. Yep. He was still there. Big surprise, huh Chloe? Still sitting there oblivious to how drop dead gorgeous he was. Everything about Clark just worked so well together. The hair complemented the eyes, the straight nose lead right to the full, begging to be kissed lips. The only thing sexier than those lips pensive or pouty was when they smiled. Clark's smile was brighter than the sun and made her feel even warmer. If one let their eyes travel down below those lips, then they'd be setting their sights upon his luscious body. His body was so exquisite…Adonis himself had nothing on Clark. Just thinking about all that made-of-steel muscle covered by silky, smooth skin had Chloe's pulse racing. 

She took a deep, calming breath, shutting her eyes against the view of the Torch office door, and more importantly what lay beyond it. This was silly. The Torch office was her turf. She had the home court advantage here. And Clark Kent was her best friend. Nothing to fear there, right? Right.

She lifted her hand to the doorknob and noticed the slight tremble. 

"Nice, Chloe. Real nice," she chided herself. OK, time for a quick reassessment of the situation: her proposal was perfectly logical, her reasoning well thought out, she had the element of surprise, as well as the aforementioned home court advantage, on her side. Really, what was the worst thing that could happen? He could say no. He could say no while laughing in her face. He could say no while laughing in her face and then tell everyone they knew, so they could all laugh at her too. He could say no while laughing…and now she had moved on into being ridiculous. Clark wouldn't do any of those things and she knew it. That's one of the reasons she cared for him as much as she did, the fact that he'd never willingly hurt anyone. In reality, the worst that could happen would be a few days worth of awkwardness and when compared to what she'd get if he agreed…well, there was really no comparison. 

With renewed confidence, she flung open the door and breezed into the room.

"Working hard?" she asked in greeting. Her words caused his dark head to jerk up, making her breath catch as his ocean blue eyes met hers. God, she'd known him for how many years and still he had this effect on her?

"Just putting up the final touches on an article my editor has been harassing me about finishing," he teased as his fingers continued to hunt and peck out the appropriate keys.

"Harassing you? This editor sounds like a hard-ass. Need me to take her out back? Rough her up a bit?" She came over to rest one hip on his desk, swinging her free leg back and forth just enough to cause her short-for-Chloe skirt to rise a tad bit more.

She saw Clark glance over at the exposed thigh before turning back to the screen. "I think I could manage any roughing up all by myself." Chloe saw a slight blush rise up on his cheeks as the impact of what he said hit him. "I doubt it will be necessary, though. She's just a tiny little thing."

"Small enough to man-handle, huh?"

He chuckled lightly. "Yeah, well, Mom feeds me well so even if she weren't, I could still handle it."

She caught him sneaking another glance at her thigh and Chloe smirked. _Maybe this won't be so hard after all._ There had been playful banter and a tiny bit of innuendo. It was just possible this would all work out as she had hoped.

"So do your plans for this Friday afternoon only include satisfying your editor?" _And if those are your only plans there are other ways to satisfy her that could be much more enjoyable than turning in an article. _

"Actually," he paused and pressed a few more keys on the keyboard. "That finishes off yet another brilliant article by Clark Kent. And to answer your other question," he stood up, closing the top of the iMac, and turned to loom over her. "I'm all yours for the rest of the evening." He leaned over so he was just a few inches away from her. "That is, if you want me." 

Chloe looked up at him completely shell-shocked. She was almost positive that her mouth was hanging open. There is no way her mild-mannered best friend had just said that. Of course, if he had, her evening's task had just become infinitely more easily realized.

The moment was shattered when he waggled his eyebrows at her comically before pulling back. Chloe forced herself to giggle in order to cover her embarrassment. She should have known better. Nothing in her life was ever that easy. 

"Well, Mr. Kent, though it was made in jest," she teased, her eyes narrowing slightly, playfully, "I think I will take you up on your offer. Now of course, the question becomes, if you're all mine, whatever will I do with you?" She made sure her voice was light and easy. Chloe tapped at her chin in mock contemplation, making sure to appear as though she was looking anywhere other than at Clark.

After a drawn out moment, she broke her composure, laughing lightly. Her playful mood must have been contagious because she suddenly found herself up in the air, spinning in several circles in Clark's arms, before she again felt the ground under her feet. Looking up, she saw Clark grinning down at her, not even winded by his little stunt. He released her, picking up his bookbag and slinging it over his shoulder. "Lead on, Miss Sullivan." 

Chloe shook her head, reaching over to pick up his laptop. "Can't imagine why his editor would be a hard-ass," she grumbled as she took the computer over to the Torch's lock-up area. Securing her messenger's bag over her shoulder, she walked over to the door Clark was holding open for her.

"Come on, Chlo. We're wasting perfectly good Friday here." And there was that smile she loved so much. The sudden weakness in her knees almost made her fall over. 

Grumbling good naturedly, she headed for the door, mentally preparing her argument as she did. She stopped after walking through the door, fiddling with her bag and allowing Clark to get just a step or two ahead of her as they walked down the nearly deserted halls to their respective lockers. Chloe had learned long ago that if she fumbled a bit with whatever she was carrying, she was able to get a few steps behind Clark and a few steps behind Clark meant a fabulous view of his ass. 

They stopped alongside Clark's locker, allowing him to empty his backpack of all his books. Not like he would be doing homework over the weekend. Chloe waited till his attention was slightly skewered to begin. "So, Clark, that kiss that you can remember and I can't…" He blushed lightly. Well there went the idea of divided attention. 

"Umm…Yeah. What about it?" 

Oh, so Clark was trying to play it cool. That worked for Chloe.

"Was I any good?"

And now, ladies and gentlemen, the silence begins. 

The books come out of the bag, slide quietly into the locker, items get reshuffled, another item goes in….

"Clark?"

"Geez, Chloe, how would I know?" He sounded rather embarrassed as he continued. "I've kissed all of two people and both were under bizarre meteor, wall of weird, type experiences. How would I know if it was a good kiss or not?"

__

Can it get any easier? Chloe thought as Clark set her up perfectly for her argument. "And that is exactly my point. When it comes to the whole dating, relationship, sex thing, we both are complete and total failures. How are we supposed to find significant others, members of the opposite sex who actually want to be physical with us, with absolutely no idea how any of the physical stuff works?"

Chloe had begun walking towards her own locker and was now gesturing animatedly as she spoke. Upon reaching her locker, she turned her gaze on Clark. "I blame the media." She quickly threw up a hand before he could interrupt. "Don't get me wrong, I love the media and intend for my life's work to be intricately entwined within it, but it's a powerful thing. Maybe that's its appeal," she added as almost an aside. "The point is," she continued after shaking off the idea of power. "The media tells us that, as teens, we should know this stuff and makes us awkward if we don't. "

"Chlo, do you have a point? Cause so far you've just made me feel like an unwanted loser." There was a hint of laughter in his voice, but it was rather forced. 

"Sorry," she said somewhat sheepishly, closing her now full locker. "I have a point, I swear. " The duo continued down the hallway, Chloe gathered her scattered thoughts as they did. "OK, so blaming it on the media or some other force, we can agree that the modern teen is supposed to have some sort of working knowledge of the whole kissing, groping, sex thing, right?"

"The kissing, groping, sex thing? Interpersonal relationships between two agreeing parties?" He was teasing her. Good. As long as he was still somewhat open to this conversation, there was still hope.

"And it's assumed that this knowledge is either magically known by the parties involved or that it is a terribly bumbling, uncomfortable, angst ridden experience? Are we still agreed?" She chanced a glance up at him, to see how well he was buying…er…absorbing all this carefully thought out reasoning. 

"I can see where you're coming from, but I don't know if I agree." He replied, holding open the school's outer doors so they could exit the building. "I mean, isn't the whole point of a relationship to experience all those things with someone you care deeply for?" _Aww…That was so very sweet and quaint. So very Smallville of him._

"It is," she conceded, letting him think that she agreed with his statement. "However, when the relationship one enters is with someone more experienced, say someone who has been dating the school's quarterback for longer than anyone can remember, then it's nice if both parties are playing with at least a basic knowledge of the rules."

"So, you think I'm too inexperienced for Lana?" Clark looked as though the idea had never crossed his mind. However, now that it had, he seemed quite disturbed by it. _God, it's wonderful having friends who are so predictable._

"I'm not saying you're too inexperienced," Chloe reached up to rub his back with almost motherly concern. "I'm just saying that if you ever did get to be with Lana, it may be helpful for you to have a working knowledge of the whole…" she floundered for words.

"Kissing, groping, sex thing?" Clark supplied.

"Exactly," she smiled up at him as though he was Einstein relaying his theory on relativity for the first time. She watched as Clark nodded to himself, very deep in thought over all she had just said. It was obvious she had struck a chord; now she needed to tell him her solution to the whole situation. He just needed to ask the right question, and unless Chloe had misjudged herself, she had set him up perfectly.

"This is all well and good, but where am I supposed to acquire this…experience that you speak of? In case you hadn't noticed it's not as though I'm chasing away all the hoards of women that flock to me." _Ah, sarcasm. Nice, Clark._

"Never fear, Clark. As your very best friend, I have a solution." Looping her arm through his, Chloe finally revealed her plan. " I propose, that, as your best friend, the one person you can trust above all others, the one girl who has stood by you through all of your youthful trials and tribulations to date, the person…"

Clark cut her off with a laugh. "I get the picture Chloe. Just tell me what this great solution is."

__

OK. This is it. This is the moment you've been leading up to, just don't screw it up. "It's more of a proposition than a solution." _Is it possible for a person's head to turn so quickly that you actually hear the air move?_ Chloe thought to herself as she suddenly felt Clark's gaze upon her. "Before you say anything, hear me out."

"You're offering to have sex with me?" Clark asked in what began as almost a shout and ended as barely a whisper.

"What part of 'before you say anything' did you not get, Clark? I'm not proposing we have sex. No matter how jaded or cynical I may become, I still currently believe that sex is something you should share with somebody you love, especially your first time." Chloe could actually feel Clark's body relax beside her. _Not the reaction I was really hoping for. I mean, is sex with me such a bad thing?_ "I just think that there's a lot of things that we could do together that don't involve sex, but that do involve… you can go up to bat and not hit a home run." _Wow, lame sports analogy. That's wonderful._

"So you're suggesting we…cruise around the bases a little, so that we can learn the ins and outs of the kissing and groping, that way when we're ready for the sex, we'll know what we're doing?" He had stopped walking now and was gazing down at her. God, he was so tall. Would they even be able to work out the mechanics of tiny, little Chloe and big, huge Clark doing anything? Maybe she would invest in a stepladder if he agreed to this. 

"It would be purely a learning experience. Not like we were dating or anything. To the rest of the world we would still be good ole Clark and Chloe, quirky best friends. But when we were alone, well then we could be good ole Clark and Chloe who practice their sexual techniques together. It's the perfect scenario because no one would ever even think it. Aside from Pete, who has way too active a social life to be involved in something like this," As her brain caught up with her mouth, Chloe quickly shot Clark an apologetic glance.

"No, no you're right. I think we've already established how much of a loser I am when it comes to my love life. Please, proceed with this warped little journey." He gestured to her with a little carry-on motion and a rather regal nod of his head. King Clark allowing the peasants to air out their thoughts among him. 

Chloe began to pace under his unwavering gaze. "Aside from Pete, you're the only other male I know who's allowed to spend the night at my house. In my room no less. Our parents trust us. Even they would never suspect. And it wouldn't be like we're lying to them," she hastily added when she saw the frown on Clark's face at the mention of trust. He raised his brows at her, silently asked, "How's that?" It was weird that she could read him so well.

"Well, if it's a lie then it's just a lie of omission. Sometimes it's better not to share absolutely everything with parents. They don't like the idea of their babies growing up." 

Clark was still looking at her rather dubiously. Chloe sighed. _Damnit Chloe, why'd you have to bring up parents and trust?_ Not knowing exactly where she could go now, she chose honesty. "Alright so we wouldn't be completely honest with them, but the benefits of this scenario far outweigh the possible consequences." 

Chloe barely contained a scream of frustration before coming to stand directly in front of him. "Clark aren't you sick and tired of being on the outside? It's like everyone has this knowledge, is part of this secret club and we just don't belong. I'm all about being different, but I don't want everything to be so difficult that I'll never have the opportunity to be with anyone. I don't want to be alone forever, Clark, and if I'm uncomfortable around men on top of being a social pariah then that becomes a real possibility. It's wonderful that we're both so unique, but I don't want that uniqueness to completely alienate us from our peers. I want a chance to…"

"Chloe," Clark tried to interrupt.

"…know what everyone means when they talk about…"

"Chloe," he tried again.

"…how great it feels to…"  
  
"Chloe! Can you shut up for just a second, please?" She looked up at him as though she just realized that he had been speaking to her. _Here it goes. Here's where he rejects me completely._

"I'll do it."

__

Or not. However, the words were said so quietly she wasn't sure if she'd heard them correctly. "Beg pardon?"

"I said, I'll do it." This time his response was louder and surer. 

"You will?" It was bizarre. Like being told that you can take the car, or stay out till midnight. It's just what you wanted but you're surprised you'd actually be allowed to have. 

"Unless you don't want to?" There was a teasing light in his eyes. As if she'd say no after spending all this time talking him into it. When she realized that he really was agreeing to this, a huge smile split her face and she jumped up, wrapping her arms around his neck. He lifted her up easily, laughing at her exuberance. He returned her to the ground, letting his hands fall to her waist and looking down into her eyes. "My house?" he asked softly.

Chloe couldn't form words, so she simply nodded her head at him. Smiling, he took her hand and pulled her along as they walked down the dusty road. 

They weren't far away from the Kent Farm and now that Clark had agreed to her proposal, Chloe began to wonder exactly how this would work. Would they talk about it some more? Would they just dive into everything? Would Chloe have to be the one to initiate everything? Somehow she just couldn't see herself asking Clark if she was allowed to kiss him or if the time was right each time they were alone together. 

The walk was quick, for which Chloe was grateful. Though it had been her choice to wear her short skirt in February in Kansas, she would be glad to get somewhere warm again. Marching quickly up the steps, Clark held open the kitchen door for Chloe, allowing her entrance into the warm house before shutting the door behind them. 

"Chloe Sullivan you'll catch your death out there dressed like that!" Martha Kent walked over to the duo, pulling them both further inside the kitchen and sitting Chloe down next to the little electric space heater Martha had running to fight off the chill that swept through each time the door was opened. Chloe was immediately thankful for the warmth. She stopped thinking about her arrangement with Clark all together in favor of getting warm. She vaguely realized Clark and his mom were talking in the background, but she wasn't paying attention to what was being said. Her primary thought at that moment was "Mmm…Warm." 

"Dinner will be ready in about half an hour. Maybe a bit longer. Are you staying Chloe?" Martha was standing over the stove, stirring something that smelled like heaven on earth. Chloe looked to Clark, trying to decide if she should stay or not.

"Hey, after dinner we could watch a movie. It'll be fun." Clark sounded enthusiastic about the idea of spending the evening together. Who was Chloe to say no to an enthusiastic Clark?

"Yeah. Sounds great. Let me just call my dad." Chloe smiled at the two of them and went out into the living room to use the phone. She called home quickly and told her dad the new plans. He, of course, had no problem with them, even going as far as saying that if it got too late or if the snow started up again she could stay over. How is it that she had never realized how trusting their parents were before? How many other parents of 16 year olds let their kids have members of the opposite sex spend the night? After telling her dad she loved him and goodbye, she hung up the phone.

Walking back to the kitchen, she greeted Mrs. Kent, but Clark was nowhere to be found. "I called Dad. He said dinner was fine," Chloe said to get Mrs. Kent's attention. "He also said to make sure I thanked you for having me and wanted to know it if it was alright if I stayed over if it got too late or started snowing again."

"Of course you can, sweetie. You know you're always welcome here." Martha reached over to cup Chloe's face in a motherly gesture. "Clark ran upstairs to pick up his bedroom so you wouldn't see his mess. I thought it would probably be best if you two went up there so I can continue to cook in relative peace." She smiled at Chloe before turning back to the stove.

As Chloe walked up the stairs to Clark's room, she again wondered about their parents. How many parents of 16 year olds encouraged two members of the opposite sex to be alone together in a room with a bed? Not that it bothered her. It actually worked very well with her plans. Just before she arrived at Clark's door, it swung open to reveal the smiling young Kent.

"Hey. I was just coming to find you," he said with a smile. Taking a step back, Clark let Chloe glide past him and into his room. 

"How exactly are we going to do…" She heard the bedroom door click shut and when she turned in that direction she found Clark's lips pressed against hers. 

For a moment, she was so stunned she didn't know how to respond. She had to tilt her head way back just to maintain contact. He was holding her by her shoulders, which had the effect of her not being able to move her arms. Just as she was beginning to overcome her initial shock, Clark pulled away from her. After blinking a few times to get her senses back, she gave a little laugh. "Well that kind of makes my 'How should we begin' question moot."

Clark chuckled, blushing slightly. "I was thinking about that, too. Figured it would be best to just…charge in. So, how was I?" 

Wow. What a surreal moment. She never thought she'd hear those words from that mouth, ever. Wow. That mouth. That mouth that was just pressed to hers. Mmm. 

"Let's try again, but this time maybe you could be a little…less forceful?" Chloe wasn't sure if he understood what she meant, but she wasn't sure how to say it and didn't want to hurt Clark's feelings or make him uncomfortable.

"Oh God, did I hurt you?" He was instantly contrite, gently taking hold of her arms and staring intently at her lips.

"No!" she quickly tried to reassure. "No, you didn't hurt me at all. It's just…well," searching for words to explain herself was becoming increasingly more difficult with Clark as close to her as he was. "You just didn't leave me with much to do. Maybe if you tried to coax me into participating a little more? I don't know exactly, but somehow it felt like all I could do was stand there and let you kiss me instead of us kissing each other." Shaking her head slightly, Chloe looked up at him. "Does that make any sense?" 

Nodding softly, he said, "I think I know what you're saying. Let me know if I'm doing something right." He gave her a little half smile and leaned down to her. His mouth touched hers lightly, rubbing delicately over her lips a few times before settling in with a gentle pressure. Chloe made a little noise in the back of her throat as her eyes fell shut. She returned the mild pressure, enjoying the feel of his lips against hers. They stayed that way a for a moment or two before Chloe felt Clark's mouth shift under hers, his lips opening and his tongue probing at her. Her mouth opened as she gasped and suddenly Clark's tongue was filling it. She quickly stepped back sputtering. 

"Oh God," Chloe heard Clark say for a second time as she coughed lightly. "Was I not supposed to use my tongue?" Chloe had regained her composure and looked up to see Clark wearing a very concerned expression, right down to the furrowed brow.

"No, Clark, it's OK. I guess I just wasn't expecting it. I'm sorry. It's just one moment we were just kinda pressing lips together and the next I had a mouthful of tongue." She tried to keep her tone joking, but Clark still looked crestfallen.

"I'm sorry, Chloe. I'm just messing everything up. I can't seem to do anything right." He sighed, running a hand through his thick locks. Chloe felt really bad. Here she had spent all this time talking him into this and now she was making him feel inadequate. She wanted to fix it in some way. Walking over to where he stood, she placed a hand on his check and stood up on tiptoe to press her lips to his. He was slow to respond, afraid to do something else that may mess things up. 

"It's OK, Clark," she said again before pressing another kiss to his lips. "We're supposed to be learning, right?" Her lips met his again and this time she felt him returning the pressure and suction. Smiling against him, she opened her mouth enough to suckle on his bottom lip. He made a little noise in the back of his throat that she assumed was a happy sound and wrapped his arms around her. The tip of her tongue slid along the seam of his lips and they parted slightly, allowing her to tickle his inner lips with her tongue. Hesitantly, his tongue slipped out to touch hers.

__

This is how it's supposed to be. She thought as the tip of his tongue lightly caressed hers. His arms tightened on her waist, pulling her closer to him. He pulled back with a soft smacking sound as their lips parted and Chloe's eyes flew open in confusion. "Put your arms around me," he whispered against her lips before returning to the kiss. Chloe didn't even realize that her arms had been sort of hanging limply at her sides until he said something. Reaching up, she twined her arms around his neck as he deepened the kiss, his tongue still gentle as he began to explore her mouth. 

Chloe felt her feet leave the floor as Clark lifted her up against him. Her hands buried in his hair as he continued his slow exploration of her mouth. As much as she was enjoying this kiss, she simply was not getting enough air. She couldn't tell if she was lightheaded from his kiss or the lack of oxygen. Chloe pulled away and leaned her forehead against his, panting for breath. 

She felt his lips go to her cheek and then down to her chin and neck. Chloe couldn't help but wonder why she was panting and Clark, who had not only been involved in the kiss, but was still holding her entire body weight, was unaffected. Slowly sliding down his body, she asked him about it.

"I guess I was just breathing through my nose," he told her, as if it were the most obvious thing in the world and in a way she guessed it was. When your mouth is busy breathe through your nose. Makes sense.

"But you were still holding me up. Didn't that make it harder?" She blushed at the unintentional double entendre, wondering if indeed having her pressed up against him made "it harder". 

"Chloe, you weigh all of 100 pounds," he said rolling his eyes. He placed his hands under her arms and lifted her straight up over his head. She giggled at the exhilarating feeling, having not been lifted like that since she was a little kid and her dad used to toss her in the air. "Trust me," he said as he slowly lowered her, "holding you up is nothing." 

She smiled at him again, ducking her head as she blushed lightly. She knew it wasn't exactly very 21st century of her, but she loved the big, strong, maleness of Clark. He made her feel all dainty and delicate.

"So, was that better?" He asked hopefully and it actually took Chloe a second to realize he was referring to the kiss. That phenomenal kiss. The kiss that actually made her debate which was more important, breathing or continuing to kiss Clark.

"It was amazing," she said simply.

"See? This boy can learn." She looked up at his goofy smile and couldn't help return it. 

"What do you say we sit down? My neck is cramping here, " she teased.

"Well, if you weren't so short…" he said, crossing over to the bed.

"Clark, compared to you, everyone is short," she took a seat next to him on the bed, looking over at him, wondering what the next move was going to be. 

Again, Clark took things into his own hands. Or more precisely his lips. He swooped down on her, his lips gliding against hers for a moment before parting to allow his tongue to massage her mouth. She let her lips fall open, reaching over awkwardly to wrap her arms around his neck. Her nails scraped up the back of his neck and he hissed before delivering another deep stroke of his tongue. Chloe kept her lips parted, letting Clark have complete access to mouth. After a few moments, Clark pulled away. 

"Chloe," he said on an exhalation. "Can you…I mean, maybe you could…" 

She realized he wanted to ask something of her, but he couldn't seem to get the words out. Part of her was stung by the fact that she wasn't doing something right, but the larger part of her just wanted to know what so she could please Clark. "It's alright, Clark," she soothed while running her hand through his hair. "I want you to be able to tell me what you want. How am I going to learn if you don't?"

He gave her a smile, leaning his head into her touch. Closing his eyes for a moment, he seemed to compose his thoughts before opening his eyes to hold her gaze. "Remember before when you said you wanted me to be a little less forceful?" He waited for her nod and then continued. "Well, could you maybe be a little more forceful? It's just, I feel…like I'm doing things to you and you're just accepting that, but not returning it. It makes me think it's stuff you don't want." 

Chloe looked up at him, puzzled. He thought she didn't want any of the wonderful things he was doing to her? That was certainly something she needed to fix. "What exactly do you want me to do?"

"I want…" he paused again. This time appeared more to gather courage than to search for words. "I want you to…I want your tongue in my mouth, not just the other way around," he said in a rush. 

Chloe simply looked at him. Wow. She honestly hadn't thought that. Something about the whole tongue in the mouth thing seemed so masculine. This man part invading your body. Like sex. She never even stopped to think that if it felt good to her, it would probably feel good to him too.

She assumed her silent thought lasted too long because suddenly Clark was talking again, apologizing for having said anything. Reaching over, she placed her fingers on his lips. "Don't ever apologize to me for asking for something you want." Her manner was quite serious and she looked at him with her best "don't make me tell you again" face. Then, she pulled her fingers away from his lips, cupped his face in her hands and leaned forward.

It was different. Not bad different, unusual different. It wasn't so much the feel of her tongue caressing inside Clark's mouth as the feel of sticking her tongue out. Something she'd have to get used to. When Clark moaned as her tongue flicked over the roof of his mouth, she realized that she would happily adjust to this if it would keep Clark making those sounds. His tongue joined hers, causing her to make a similar happy noise. The only way she could enjoy this more was if her back weren't turned so awkwardly in order to keep contact with Clark.

Chloe tried to adjust her position without moving away from Clark's lips, twisting her lower body a bit to match more closely to her torso. However, it also caused her knee to smash into Clark's thigh. He grunted a bit, but didn't break the kiss. The next thing Chloe knew, she had been lifted up and deposited on Clark's lap. She was now sitting across his thighs, in a much better spot to maintain her lip lock. It also permitted her to feel the effect this little session was having on Clark. There was a hardness under her bottom that was not his thighs. 

Instead of upsetting her, or freaking her out, it made Chloe proud. Proud that she could have that affect on him. She wiggled slightly on his lap and his hands quickly came down on her hips holding her still as he pulled away from her lips.

"Chlo, you really can't move like that," he said through gritted teeth. For a moment she was afraid she had hurt him. The look on his face was more of a wince than any expression caused by pleasure. She was instantly contrite, raising both hands up to cover her mouth. Before the first "I'm sorry" could get past her lips though, Clark had leaned in and kissed her briefly. Giving her a sheepish grin, he explained that her movement had been a small overload to his system. 

Leaning into him so that her face was buried in his neck and her arms were tangled around him, she began to giggle. She couldn't help it. She felt good. Really good and she just had to giggle. The fact that Clark started to chuckle along with her, one arm wrapping around her back in a hug, the other reaching up to twine in her hair, didn't help her contain her mirth. Soon, they were in an all out laughing fit, but it felt really good. 

They were laughing so hard that Chloe didn't hear Mrs. Kent call up that it was dinner-time. _Clark must have dog ears to have heard that. _After shouting down that they were coming, _talk about double entendre,_ Clark lifted Chloe off his lap and onto her feet. He ran his fingers through her hair, making it again look presentable. Then he reached out to straighten her skirt, which had twisted when he had put her on his lap. She shivered when she felt his hands against her thighs as he righted her clothing. His finished his task by wiping away the lipstick that had been smeared by their kisses.

Chloe quickly returned the favor, fixing his hair and wiping away the lipstick that clung to his face. When she finished her task, she gave him a smile and he leaned down to give her a quick peck on the lips. Rolling her eyes, and trying to force the grin off her face, Chloe turned to the door and the two hurried down to dinner.

***

"Well, kids, I think we're off to bed," Martha Kent announced as she stood up from her place on the couch. Jonathon got up behind her, crossed the room, and ruffled Clark's hair as he made his way to the stairs. He said a quick "goodnight" before heading up. Martha stretched tiredly before walking over to Clark and bending down to kiss his forehead. "Don't stay up too late. I'll set up the air mattress in your room, Clark. That way Dad and I won't wake you two up tomorrow morning when we get up to start our day. There's still cookies in the kitchen if you get hungry." Her words were cut off as she yawned. "I'll see you both in the morning." Martha smiled at the two best friends and headed upstairs.

"Goodnight, Mrs. Kent," Chloe called after her.

"Night Mom," added Clark.

As soon as Martha was out of sight, Chloe popped up from where she was laying on the floor. "I'm getting those cookies," she announced to Clark. "Why don't you put in the movie?" With that she turned and walked into the kitchen.

"Don't forget the milk!" she heard Clark call behind her, causing her to shake her head at him. It was so weird to hear such innocent, little boy, comments coming from her six foot four best friend. _Best friend who kisses me breathless. _A huge smile spread across her face as she thought back to all that had happened earlier today. She, Chloe Sullivan, had kissed Clark Kent. Several times. They had made a…well not a sex pact cause there wasn't going to be any sex involved. More like a make-out pact. Foreplay pact? Not that it had gotten that far yet, but she didn't want to rule out the possibility. She pulled down two glasses and grabbed the milk from the fridge. 

Chloe was beginning to think that this pact really would work out. Not that she didn't earlier, but she had some worries about how well they would be able to hide the fact that they now had intimate knowledge of the inner workings of each others mouths. There was a definite possibility for awkwardness between them, but if tonight were an example of how they were going to handle themselves, then her worries were unfounded. The tension that could have been present throughout dinner was simply not there. They joked, talked, and interacted just like they always had.

After dinner, the entire Kent family, plus Chloe, had driven into town to the local video store. They rented a few movies before heading back to the house. It started to snow again just as Mrs. Kent turned her car up the Kent driveway. It was quickly decided that Chloe would indeed be spending the night at the Kent house, and, when they got inside, she was given clothes to change into for the night.

Now the elder Kents had gone to bed, leaving Chloe and Clark alone with a plate of cookies, two glasses of milk, and American Pie 2 on the VCR. They had to fight to get the movie approved, but, in the end, Martha had just rolled her eyes and accepted the movie. Chloe went back into the living room, her arms full of snacks, and found Clark sprawled out on the couch. She set down the treats on the coffee table before pushing at Clark's legs to make room for her on the couch. 

Clark sat up to grab some cookies, making room for Chloe to sit. Chloe pulled her sweatpant-covered legs up under her and leaned against the arm of the couch. The pants she had on were Clark's. Actually, they had been Clark's when he was 12. Now they had been adopted as Chloe's since they fit her and not him. She also had on one of his flannel shirts and a pair of Martha's socks. Clark's socks had simply been too big. He had really large feet. That thought led Chloe's mind to other, less pure, thoughts. Maybe someday she'd find out if that rumor about the size of a guy's feet was true or not. From what she had felt pressed against her earlier tonight, she thought that it just might be. 

They watched the movie in comfortable silence, laughing at all the funny parts, but not commenting too much on it otherwise. At least not until about halfway through when Jim and Michelle made their little agreement to practice Jim's sexual techniques so he could win another girl. Hit a bit close to home with that one. Clark looked over at Chloe and raised an eyebrow at her, at which point they both burst out laughing. 

"Get over here," Clark said as he noticed Chloe's cramped, curled up position on her end of the couch. As she started to unfold herself, in an attempt to get up, Clark reached over and lifted her up, pulling her down onto his chest before lying back on the couch. The length of her body was pressed against his, her legs straddling one of his. One of his arms went around her waist, while he tucked the other under his head. She felt his hand rubbing circles in the small of her back and she squirmed a bit as she settled down on him.

"Comfortable?" He asked teasingly.

Chloe took advantage of the opportunity presented to her by his words and wiggled a bit more. She arranged herself so she was laying half on him and half off; part of her back pressed against the couch. Then she shifted to her side and rested her hand against his strong chest. Her leg was slung over both of his. "I think I'm good."

"I think you're good, too," he joked. "I also think that you've squirmed around quite enough, little miss."

Chloe tried to hide her smile, knowing she had been caught in her unnecessary gyrations. She felt Clark squeeze her gently and knew that her motions in no way upset him. In fact, it seemed like he had enjoyed it, or at least she assumed he did by the bulge she felt pressing against her inner thigh. It wasn't until Clark spoke again that she realized she hadn't been paying attention to the movie.

"When do we get to do that?" he asked, his voice full of mirth.

She looked up to see Jim squishing Michelle's breasts together in an attempt to fondle them. 

"Umm, never." She felt Clark stiffen beneath her and rushed to reassure him. "Caressing my breasts is one thing, but never will you be allowed to…honk them like a horn. We're supposed to be learning how to do things the right way." 

"So, it's not the breast touching you have issues with, just the honking motion. Duly noted." His hand was still stroking her back; slipping down to the small patch of flesh that was exposed as her shirt rose up. It was somewhat distracting in the most pleasant possible way. She slowly rubbed her leg against him, her hand sneaking down his chest in order to slide back up underneath his shirt. His skin was so warm and firm beneath her hand, his muscles stretched taut by the arm behind his head. Her fingers continued to explore, nails lightly raking over him. He sucked in a breath; his hand flexing against her back before she felt his blunt nails return the caress. 

Chloe continued her slow exploration of his chest, sometimes adding the pressure of her nails, sometimes just skimming across the surface of his skin. Her fingers found one of his nipples, causing him to groan, and Chloe marveled at the difference in texture between the puckered skin of his nipple and the silky skin on his chest. She made one long sweep from his belly button to his nipple with her hand and was surprised when he chuckled.

"What?" she asked, propping herself up on his chest to look into his eyes.

"You must have some fascination with my chest. You did that same thing when Kyle made you kiss me." The arm that had been supporting his head came down to stroke the side of her face as he spoke and she unconsciously leaned into it.

"Well, it's a good chest," she said simply. There was that smile again. They had both been grinning like idiots all night. Clark tilted his head down for a kiss and Chloe happily met him halfway. It started off gently. Their lips pressed together and merely lingered there. It didn't take long before Chloe was pressing herself upwards, Clark helping her by dragging her up his body. Mouths opened, tongues met hungrily, and what started out as relatively innocent touching quickly escalated. 

Chloe had one leg trapped between Clark and the sofa; the other was bent up beside her so she was practically straddling Clark. The hand that had been under Clark's shirt remained there, continuing it's exploration of his chest and side, while the other made it's way into his hair, holding him close to her. Clark's hands had also begun to roam. One found it's way to her backside, pressing her into him, while the other appeared to be trying to get to her breast. He still seemed hesitant about it, though, and ended up with his hand on her rib cage, his fingers lightly touching the underside of her breast. 

Chloe shifted her weight towards his hand and they both moaned as he finally cupped her chest. He kneaded her breast gently, allowing the size of it to fill his hand before circling his fingers around her nipple. Squeezing gently, he felt her nipple tighten under his caress and he pinched it carefully. Chloe felt pleasure shoot from her chest down between her thighs and she rocked against Clark, feeling the full length of his erection against her. She quickly yanked her hand out from under his shirt and began undoing his buttons. She had only gotten two of them opened when she bent down to press warm, wet, open-mouthed kisses on his neck. She moved quickly, giving his collarbone the same attention as her fingers managed to undo a third button. Spreading his shirt, her mouth latched onto a nipple and she sucked deeply. 

She heard Clark moan and felt his hips thrust up against her and then suddenly everything was spinning. A moment later, she was on her back, Clark above her, his mouth attacking hers with ferocity he hadn't shown before. His hand was still on her breast, and he was using the other to support his weight so he wouldn't crush her. Chloe wrapped her arms around him, holding him tightly against her. He began rocking his body into her in a consist rhythm. The length of his erection sliding between her thighs made Chloe gasp for air, one of her legs wrapping around his hips as she rocked up to meet him. His lips slid away from her mouth, down her chin, along her jaw line and over to a sensitive patch of skin beneath her ear. Chloe made a noise that she was sure she had never made before and she could swear she felt Clark smile against her skin. 

Some of the urgency in their kisses had died away, though the steady thrust of their bodies continued against one another. Clark moved his lips further down her neck, sucking strongly on her skin and making more of those noises escape her lips. His mouth worked its way down to the top of her breast before he looked up at her. They were both panting heavily, and when their eyes met, Clark groaned. Chloe unwrapped her arms from around him and reached down to cup his face in her hands. She pulled herself up slightly and let her lips meet his in a soft kiss as she lowered her leg from around his hips. 

"Clark," his name was barely a whisper on her lips. 

She felt Clark lean his forehead against hers and then felt warm breath caress her lips as he exhaled. "Sorry," he said quietly. "I guess I got a little carried away."

Chloe nodded imperceptibly, before adding, "We both got a little carried away." She sighed, hesitant to stop, but knowing they should. Clark shifted, turning so his back was pressed against the back of the couch, lying on his side. Chloe leaned her cheek against his chest and listened to the beating of his heart. She took several deep breaths, closing her eyes and trying to calm her over-excited body.

"It's all your fault, you know," Clark whispered. She could feel his lips grazing the outer shell of her ear and she shivered.

"My fault?" she asked. She tried to sound indignant, but she had a feeling it just came across as breathless.

"Yep. You're just too darn cute." He grabbed the remote and flicked off the TV that they had stopped watching a while ago. 

"Hmm. There's that Kent charm again. It's unnecessary, you know. You only have to be charming until you get the girl to agree to make out with you," she teased.

"True," he replied. He put his free arm around her, snuggling down onto the couch until his head rested beside hers. He leaned over so his lips were once again grazing her ear. "But since there's still so much I haven't done to you, I figured it wouldn't hurt." He tugged her earlobe between his teeth just once before he settled back down beside her. 

Chloe's entire body was thrumming with lust, and she was trying her hardest to fight it down. She kept trying to remind herself that this was not a relationship, just an arrangement between friends. An arrangement who's whole purpose was to get another girl to want him. Thoughts of Lana Lang helped cool her off more effectively than a bucket of ice water. She suddenly realized that she was extremely tired once she got past her thoughts of being extremely horny. She felt her eyes drooping and managed to mutter something about them going upstairs. She tried to get up off of the couch, but only managed a slight half turn of her body before giving up. Her head rested against his chest and she thought it was odd how she could hear his voice echo as he murmured a sleepy reply.

As Chloe tumbled off into dreamland, her last coherent thought was that they should really be heading upstairs to bed.

***

Chloe could vaguely recall some sense of being shifted and moved in her sleep, dim light creeping under her lids and seeing Clark smiling down at her before she snuggled back into the warmth of blankets and Clark's arms. When she finally woke up, Clark's huge frame was surrounding her, snuggling against her from behind. A quick glance around told her that she was in Clark's room, and she guessed that had been what had jostled her sleep earlier. She couldn't help but smile as his arms tightened around her. Chloe closed her eyes to enjoy the moment just a bit longer.


	2. Reassurance

Notes: Thanks again to Jade (go read her stuff), for helping me through and dealing with commas. This is a series and there will be more, BUT it does take me a bit of time to get new parts out. Please be patient and I'll keep trucking along with the fic. The point of view is going to change chapter by chapter. This chapter is Clark. Set after "Leech" so spoilers for that ep. Thanks to everyone who sent me feedback. Makes me smile. Now without further adieu, part 2.

Clark trudged through the fields of the Kent farm. He had decided to check on some of the fences surrounding the outer fields on his way back from the Saturday Morning Farmer's Market. It was only 9:30, and he was sure his parents wouldn't be home till at least noon. Not having his powers this last week had taken a toll on Clark, and he really needed the extra time to catch up with his chores and homework. After being reassured that his parents could manage the market without him, Clark sped back to the farm. Checking the fence that sprawled along the acres of the farm gave Clark plenty of time to contemplate all that had happened in the last week. 

And what a week it had been.

In the last week he had: lost his "special abilities" to a boy at school who had gone a little power crazy with them, actually gotten hurt and sent to the hospital for the first time in his life, lied once again to one of his best friends about saving his life, and played his very first game of basketball. Quite a few major developments there.

Oh! And he had also made an arrangement to gain sexual experience with another of his best friends, leading to his very first "make-out session" ever. All in all, it had been a busy week. 

It was weird. Maybe he should specify, considering all that happened. Being normal was weird. Probably not for people who had been normal for all their lives, but for someone who had always been "gifted", being normal sucked. He had a newfound respect for everyone he knew. His parents, who managed to keep the farm running, the house neat, clean clothes on his back, and food in all of their bellies. Lex, who ran his own multi-million dollar company, while insuring his employees were taken care of and hiding that fact from his all-seeing, all-knowing father. Pete, who not only had chores, school, and homework, but also somehow found time for extracurricular activities and sports. Chloe, who not only did schoolwork, homework and chores, but she basically took care of her dad and handled the paper pretty much single-handedly. And she was pretty hot.

Clark shook his head at that last thought. Where the hell had that come from? Sure, Chloe was pretty in that quirky best friend kind of way. There was no debating her attractiveness. Anyone who looked at her clear, honest, hazel eyes, wide, bright smile with perfectly even teeth, hair like corn silk that flipped up playfully at the ends…her beauty was not in question. But hot? Hot implied something more, something smoldering and sexy. Did Clark think of Chloe as smoldering and sexy? It was definitely something to consider as he trudged back towards the barn.

She had a fantastic body. He wasn't quite sure how he hadn't noticed before, but his best friend was rather stacked. He had always just thought of her as a tiny little thing, which she was, but there was so much more that he hadn't noticed. She had this incredibly small waist. He could almost wrap his hands around it. There was something strangely exciting about that. Her waist lead down to these slightly flared, very womanly hips, which connected to long slender legs. Had he mentioned her breasts yet? How had he not noticed them? She must hide them in some way. They certainly felt larger than they looked. Wow. He had felt Chloe's breasts. They were the first breasts he had ever felt. And, his limited experience aside, they were really great breasts.

Of course, having a sexy body, and yes he could admit that she did have a sexy body, wasn't all it took to make someone hot. There had to be something behind it or else they were just a pretty person with no substance. Fortunately, Chloe had substance to spare. She was intelligent, witty, sensitive, honest, understanding, supportive, and most importantly, she was able to read him like a book. Somehow she just always knew what he was feeling and how to react to it. He supposed that was one of the things that made her his very best friend.

He swung open the barn door, walking in and closing it behind him. So, okay, fine. He thought his best friend was hot, he admitted to himself as he walked up the stairs to his Fortress of Solitude. 

She was also sitting on his couch waiting for him.

"Chloe!" he said in surprise as she stood up and walked towards him. "What are you…" That's as much as he got out before she pummeled his upper arms with her clenched fists.

"You big, stupid jerk!" she screamed, hitting him another time for good measure.

"Ow," he remember to say, realizing that, were he anyone else, her attack would at least hurt a little. He even flinched away from her for added realism. "Chloe, what's…" and again she stopped him before he could finish his sentence, though this time it wasn't with her fists, it was with her lips pressing against his.

He had no idea what was going on with Chloe, but as her tongue reached out to stroke his, he found he didn't really care. Her arms came up around his neck, grasping at him, clinging to him in an almost desperate way. The kiss was more aggressive than their first had been and though a part of Clark wondered about that, the majority of him simply enjoyed the way her entire body pressed up against his as she clutched him. He wrapped her in his arms, bringing her even closer to him in a full body hug and felt her pull away from his lips. Her kisses trailed over his jaw and then down to his neck. Clark groaned as she sucked at the flesh in the hollow of his throat. As he was adjusting to the exciting new sensations, she stopped, burying her face in his neck instead. 

He heard her first sob at the same moment as he felt the moisture of her tears on his neck. 

Tightening his arms around her, Clark brought one of his hands up to stroke her hair. "Chloe, what's wrong?" he asked as gently as he could.

"I was so scared, Clark," she whispered into his neck. "When I saw you flying through the air…and the sound when you hit that car." A sob escaped her and she snuggled in closer. For a moment Clark thought she was trying to crawl inside of him. "And you weren't moving at all. You were just…lying there, so still and I thought…I thought…"

"Shh," he quieted. "I'm okay, Chloe. Nothing happened to me," he reassured.

"No!" she said, pulling away a bit to look into his face. "You went to the hospital, Clark. Don't say that nothing happened. I was with you in the ambulance all banged up and not moving and not responding to anything anyone said. I was there when you finally opened your eyes as they pulled the gurney down from the truck. I had to call your parents and tell them what had happened, and the entire time the only thing I could think about was 'What if Clark dies?'" Her voice broke as she choked out a sob, covering her mouth with her hand and biting into her bottom lip. "Do you have any idea what that was like?"

Clark looked down at her tear stained face and his heart ached for her. He had never even thought about how his accident had affected his friends. He knew his parents must have been worried, but he never thought about the people who had actually witnessed his accident. It must have been horrible for her. He couldn't even imagine what it would be like seeing Chloe get seriously hurt. Using his thumbs, Clark gently wiped the tears from Chloe's eyes, leaning down to kiss each of her cheeks before placing a final kiss on her lips. He kept his forehead touching hers, his hands cupping her face, and he looked into her eyes.

"I can't imagine what that was like for you, Chloe. And I pray to God I'll never have to know because I never want to see you get hurt, ever." He took a deep breath, fighting away the image of Chloe in danger by closing his eyes. When he re-opened them, her gaze was still locked on his. "But I'm fine now, Chloe. You can't keep thinking about the what-ifs because you'll drive yourself crazy and hit me at random intervals for the rest of ours lives," he said with a grin, causing Chloe to chuckle at him. 

"Did I hurt you?" she asked, as if suddenly realizing she had attacked her best friend while he was supposedly wounded. Before Clark could answer, however, Chloe's hands were attacking the buttons on his shirt, pulling each one open. When she reached the last one, she pulled his over-shirt down his arms and off. 

"Chloe," he said lightly, trying to get her attention. She was like a woman possessed, and while a small part of him was thrilled by her apparent desire for him to be naked, he was worried about the manic need she had to do so. She pulled his undershirt out of his jeans roughly before he circled her wrists with his hands, preventing her from continuing. "Chloe, what are you doing?" he asked gently.

"Please," she asked franticly. "Please, Clark, I need to see." She looked up at him, eyes filled with desperation, hands still within his grasp. "Please?"

Something inside Clark broke at her heartfelt need to reassure herself of his well-being. He never realized how much he meant to his friends. He must have done something good somewhere along the line to deserve friends who cared so much. Emotion overcame him, and he pulled Chloe to him, hugging her as tightly as he dared, confident it was alright when she hugged back with just as much strength. They stood clasped together for long moments before Clark took a deep breath, stepped away from Chloe, and dragged his shirt up over his head, baring himself from the waist up to her waiting eyes.

He saw her eyes widen as he was exposed to her. She stood before him, not touching, just looking. Her eyes roamed over his chest hungrily, and Clark began to feel self-conscious. He fought the urge to cover himself as time stretched out between them. Just when he was about to do something to break the silence and stillness of the moment, Chloe stepped forward, one of her hands trailing over his chest. Her touch was light, fingertips barely grazing his skin, and it caused every nerve ending she came in contact with to jump to attention. When her fingernails raked across a nipple, Clark groaned. It felt as though electric current was running over his skin, and it was having a definite effect on him. He could feel himself hardening in his jeans as her hands skimmed down his chest to his waist. 

Chloe caught her bottom lip in her teeth, and Clark felt her give his waist a squeeze before she reversed direction, running her hands back up over his chest and then down his arms. He was so tempted to grab her in his arms and pull her against his body. Before he had time to act on his feelings, however, she was walking around him, hands sliding along his waist so she was behind him. She repeated her inspection of his body, hands tracing circular patterns across the muscles in his back. Her hands dipped low, fingers skimming over the top of his ass as her palms traced the area where his jeans began. Clark groaned, tightening the muscles there in response to her fleeting caress. 

Her fingers dipped into the waistband of his jeans and slowly made their way around to the front of him, so she was loosely embracing him. She was also about an inch away from touching his almost entirely erect dick with her fingertips. He felt her warm, moist lips press a kiss to the back of his neck and his erection went from almost to completely in a heartbeat. Clark's head fell forward, giving her better access to the area she was suckling. Her hands moved up his body, one resting on his waist, the other covering his heart. She placed soft, wet, sucking kisses all over the back of his neck and then down his spine. She kissed her way across all the exposed flesh of his back, and his hands came up to cover hers. When she had kissed every inch of skin on his back, she moved around front to start over. 

After a quick kiss on his lips, she worked down to his neck. Clark realized his neck was extremely sensitive to stimulus, because he heard himself moaning loudly as her lips attached to the hollow and sucked deeply. His hands slid over her arms, feeling the texture of her soft, fuzzy sweater, carefully clenching on them as he fought to contain himself. Before he lost complete control, she moved on, over his shoulders and down. Just when he had curbed his more base instincts, Chloe's mouth closed over his nipple and Clark had to remind himself to breathe. God, he had never felt anything that good before, at least not when another person was present and responsible for the sensations. His hands moved of their own volition to her hair, stroking it tenderly. She looked up at him and smiled before biting down carefully, flicking her tongue over the nub she now held captive. 

Clark's hands tightened in her hair and then immediately released, afraid to cause damage to her. He tried his hardest to keep his hands at his side, thus preventing him from harming his tiny friend, but as she kissed her way across his chest to his other nipple, he lost the fight. Figuring it was safer to avoid holding her head in case his excitement level got away with him, he let his hands settle on her waist, fingers stroking the skin on the small of her back. Chloe's hands mimicked Clark's, coming to rest on his waist, teasing the skin there. After lavishing both nipples with attention, Chloe's mouth continued it's downward journey, lips skimming over his ribs. 

The sense of urgency that had begun this had shifted into something that was more about passion than reassurance. Clark had felt the subtle shift sometime after her lips first touched his skin and before her fingertips almost grazed his erection. The encounter had gone from comforting to sensual in an almost teasing way. One could argue that everything was still innocent. Those fleeting touches that almost went into forbidden territory, accidental as opposed to intentional sexual torment.

However, all argument for the innocence of the situation flew out the window as Chloe dropped down to her knees in front of Clark, scattering kisses around his exposed belly button. 

"Chloe," Clark groaned, his hands, which had lost hold of her waist as she slid down, went into her hair, massaging her scalp as she titled her face up to look at him.

"Yes?" she asked, her breath chilling the skin on his belly that had been left moist by her kisses.

She skimmed her lips across the skin of his stomach; her cheek and chin brushing against the erection he had been trying to prevent her from noticing. He sucked in a breath at the inadvertent touch, a jolt of pleasure shooting into his dick. With her eyes still locked on his, she brought her hand around to the definite bulge in Clark's jeans and slowly stroked along the length.

"Oh God, Chloe," Clark said on a moan, his eyes closing in pleasure. He felt her teeth catch the skin just underneath his belly button and scrape against it as her hand slid back down his erection. Looking down, he saw her eyebrows furrow in concentration and her tongue sneak out to lick her lips as she stared at the bulge she was currently stroking. The sight, Chloe on her knees, hand stroking him, soft, wet, pink tongue slipping out of her mouth…it was all too much. His hands slipped under her arms and dragged her up his body until his lips could fasten over hers.

He stumbled backwards slightly, his knees hitting the edge of the couch. His brain somehow informed him that sitting was now a definite option and he found himself on the couch, Chloe straddling his lap. Her hand had found its way back to his erection, stroking lightly up and down with just the palm. Clark' s hands had managed to dive under her sweater, kneading their way up her back and causing the cashmere to bunch up around her. Pulling back from the kiss for just a moment, Clark's eyes met Chloe's seconds before he yanked her sweater up and off. 

Wow. Yep, there were her breasts. The same ones he had been thinking about earlier and they were definitely larger than they appeared in her clothing. Her bra was a riot of bright colors made out of some type of see-through mesh. He could see her puckered nipples through the fabric and his hand came up to feel one.

"Clark," she moaned and Clark decided that nothing was better than hearing his name being moaned like that. Cupping her breast, he let his thumb flick over the rock hard nipple and was rewarded with another moan of his name. Leaning in, his lips found hers again, tongue caressing her lips as his hand continued its motion. The only sounds to be heard in the barn were the panting noises and moans coming from the two teens as their make-out session continued.

And then the shrill sound of metal on metal as Clark's zipper was unzipped.

It was apparently his turn to moan Chloe's name somewhat desperately. He wasn't exactly sure when the button on his jeans had been undone, but now that his zipper was lowered as well, there was nothing preventing Chloe's hand from slipping inside his jeans. 

"Chloe," he groaned, his lips wandering from her mouth to her neck. His fingers tightened briefly around her nipple, causing her to give a little cry of pleasure and thrust into Clark. Her hand, which was now in his jeans, but hadn't yet made it inside his boxers, was trailing over his dick teasingly. 

Somewhere, in the depths of Clark's brain, he wondered if they weren't taking things too far. 

The forefront of his brain, however, decided to tell him that his mouth was only inches away from the breast he was teasing and convinced him to remove the distance. His mouth slid away from her neck and down her chest until it reached the top of her breast. He nuzzled there for a moment, dragging his lips over the area in much the same way Chloe had done to him. When he felt her small hand curl around his erection, his lips captured her nipple. 

Chloe cried out as he suckled deeply at her breast, her hand squeezing him just enough to make him see stars of pleasure behind his closed eyelids. Gripped in a haze of sexual urgency, Clark half stood, shifting their positions so Chloe was lying on the couch and Clark was…on the ground beside her. Which, obviously, had not been his intention.

For a tense moment, they stared at one another, unable to fathom what had just happened.

"Ow," Clark said lightly, almost meaning it since he had crashed down face first and smacked his erection into the hard wooden floor of the barn. 

The tension was broken when Chloe burst into giggles. Clark eased himself into a more upright position, scowling at her playfully before he began laughing as well.

Turning onto her side, she propped herself on an elbow and looked down at him. "Is there a reason you're down there and I'm up here?"

With her positioned the way she was, her breasts sort of collided together, giving her the most awesome cleavage ever. He noticed her bra was darker where his mouth had been and realized it was because it was wet. Her nipple had actually been in his mouth, all tight and puckered and…wow. "Umm," he said, realizing he had been asked a question and still not answered, "I missed?"

Chloe giggled again, reaching out to brush his wayward hair out of his eyes. Their smiles slowly fell away and the reality of the situation hit Clark fully. Chloe's hand had been down his pants. She was lying on his couch, clad only in her bra and jeans because he had yanked her sweater off so he could fondle and suckle her breasts. Had he not missed the couch in his excitement, they probably wouldn't have stopped what they had been doing, only they would have gone much further, possibly doing things to each other that they really shouldn't be doing. Especially since they had only ever done this whole "making out" bit one other time. Well, two counting his room and then counting the couch in his living room. Come to think of it, things had gotten out of hand there, too, though not to this extent.

Chloe must have been having the same thoughts as Clark, and the next words out of her mouth confirmed his thought. "Maybe it's a good thing you didn't make it up here." Her voice was quiet, the laughter gone from her voice, replaced by contemplation. "Things were getting a little out of control."

"I was thinking that, too," he quietly agreed, sitting up on the floor beside where she lay. He leaned over so his head was resting on the same pillow as hers. "Why is that, do you think?"

She sighed heavily, turning so she was lying on her back, staring up at the ceiling. "I don't know. Maybe because we're young and inexperienced and everything's so new. Face it, Clark. At our age, we're basically huge hormones with legs."

And in your case, breasts, he thought, looking over at the scantily covered globes.

"I mean, what other explanation could there be?" she asked, her head tilting slightly towards his.

How about how incredibly hot you are? Clark shook his head. Wouldn't be wise to say that aloud. After all, this whole arrangement had nothing to do with any attraction they may or may not feel towards each other. If there was any attraction on his part, not that he was saying there was, he wasn't sure if it would be a welcome thing or not. 

"Yeah. Walking hormones. I can agree with that," Clark mumbled. "The question is, what are we going to do about it?"

"Do?" Chloe asked, sounding confused.

"Yeah. Do. Don't you think we need to do something about the fact that we've gotten together twice and both times we've gotten carried away?" In truth, Clark didn't want to do anything about it. He'd really like it to continue happening and frequently. But that was probably not the best idea. One of these times, they would get all wrapped up and there wouldn't be anything to stop them. Though the idea of that kind of encounter with Chloe was by no means unpleasant, the thought of what it would do to their friendship was.

"I don't think it's that much of a problem. Now that we're aware of it, we'll just have to take things more slowly. Try not to get as wrapped up in what's going on." Clark looked over and saw her chewing on her bottom lip; something Chloe only did when she was nervous or thinking intensely. He really wanted to be the one chewing on that lip. Did he mention she was only wearing a bra? A bra that he could see through?

"And you think that will work?" he asked. He realized that if he couldn't sit here looking at her doing something as innocent as chewing her lip and not want to pounce her, then the chance of him not getting carried away because he was now "aware" of it seemed a remote possibility.

"Why wouldn't it? We always stop before things go too far," she said logically, causing Clark to wonder if she found it as difficult to stop things as he did.

"True. Both times," he emphasized the word both in an attempt to get his point across to her. "It's not as though we have this great record of self restraint."

"But now that we're aware that things tend to get a little crazy between us, we can control it better. Not really set limits, but…I don't know. Work out some way where we know what's going to happen, so we can stop things from going to far. That way we know that what we're doing is something that neither of us has an objection to and we won't have to worry about it. I mean, we've already agreed that actual sex is something that's not going to happen, right?" Chloe paused long enough in her speech to wait for Clark's reply. He nodded in agreement, not bothering to point out that her idea so far didn't prevent them from going too far, just prevented them from feeling guilty or taken advantage of if they did go too far.

"Ok, then," she continued, "so as long as we're clear on what we're doing before we actually do it, we won't have to worry."

"So are we going to lay out an itinerary? Saturday the 9th: touch this, kiss there, fondle that?" Clark asked with a confused grin. 

"Not exactly, smart ass," she joked, pushing playfully against his shoulder. "We just ask about stuff before moving onto anything bigger. And if one of us does something the other person is uncomfortable, we say so."

"Sounds simply enough in theory," Clark agreed. Chloe was now leaning up on her arms, facing him where he sat on the floor. He wondered if she was cold, seeing as she was topless and all. Sure, he was topless too, but he didn't feel the effects of the cold as much as other people did. "Cold?" he asked, reaching out to rub her arm with his hand. Her skin was cool to the touch.

"I hadn't really noticed, but now that you mention it…" she glanced down. Clark had no idea what that gesture was supposed to mean until he allowed his gaze to follow hers. Her nipples stood out like pencil erasers on her chest and Clark couldn't suppress a groan. He heard Chloe giggle and reached up to wrap an arm around her waist. He tugged her down onto his lap, then reached up and grabbed an afghan from off the couch. Draping it over her shoulders, he ran his hands briskly up and down her arms.

"Better?" he asked as he felt her flesh warming beneath his palms.

"Mmm, yes," she replied with a little moan. Smiling at him, she leaned forward until her lips were almost touching his. "Clark?"

"Yes?"

"I want to kiss you," she murmured huskily across his lips.

"Please," he whimpered in response.

She closed the distance between them, her lips resting lightly against his. The kiss was sweet and almost chaste. A gentle pressing of lips and then Chloe was pulling back, but not very far.

"Again?" she asked breathlessly.

"Yes," he hissed in return, leaning forward to capture her lips with his own. Clark deepened the kiss quickly, his tongue slipping into her mouth to caress hers. Her arms came up to wrap around him, the afghan making a cocoon around the pair. Chloe pushed herself closer, Clark's hands on her back pulling her towards him as she did. Their naked chests pressed against each other, flesh sliding against flesh. 

Chloe broke the kiss, panting slightly as she reached a finger out to stroke down the side of Clark's neck. "Here?"

"Anywhere," he said in return.

"And apparently someone has missed the point," she teased.

"No. I got the point, I'm just saying I wouldn't have any objection to you kissing me anywhere." He was deadly serious, and for a moment he thought he saw a look of panic cross Chloe's face. The look was quickly replaced with mischief. Quirking an eyebrow at him, she pushed herself into a standing position.

"Okay," she said archly, arms crossing over her chest, making her breasts press together nicely. "On your feet, Kent. Drop your pants."

Later, Clark would wonder how his eyeballs managed to stay in his head, his eyes opened so wide. His jaw dropped open as well and he turned roughly 10 shades of red. 

Chloe laughed, dropping herself back down on his lap and kissing him triumphantly. "Thank you, Mr. Kent. You have just proven my point admirably."

Clark was still fighting for speech and so was unable to respond. He finally managed the word, "How?"

"By proving that, though things might move a little fast at times, we're never going to do anything that we're really uncomfortable with. I'm not saying it isn't stuff we may become comfortable with later, but I think we'll find our own pace and it will work for us." She was sitting back on his thighs, absently running her hands over his chest as she talked.

Clark smiled at her. Maybe she was right. Things may move a little fast between them sometimes, but it wasn't anything they couldn't handle. As long as they continued to be open and honest with each other, everything between them should work out fine. Heck, he may even learn a few things about women in general while learning about how to do things to women. Just an added bonus.

"So, Clark, what do you want to do now?" she teased, her hands sliding down his chest.

"Mmm," Clark groaned, reaching down to put his hands around her waist. He pulled her to him in one sharp movement, thrusting his hips up at her just a little bit as he did. Her body was once again flat against his and he let his tongue trace over the seam of her lips, pulling away before she could deepen the caress. "Know what I really need right now?" he asked, his voice dripping with sexual desire.

"What?" Her response was more a breath of air rushing across her lips than an actual word.

"Help with my English homework," he replied with a smirk.

"What?" she asked incredulously, her voice taking on a shrill note.

"Chloe, we can't sit around all day making out. There are other things in life you know." He stood, carrying both of them to their feet before putting her down. He bent down and scooped up her sweater, turning it right side out before sliding it over her head. "Besides," he added as he tugged the sweater into place, "my parents will be home soon." He retrieved his shirts and put both on, then turned back to Chloe. 

"Mom already gave me the sex talk after finding us asleep on the couch last week. Don't need to give her proof that there's something going on after I lied so convincingly that there wasn't." Slinging an arm over her shoulder, he walked down the stairs and out of the barn with her. All the while being barraged with questions about what happened with his mom and what he said to her. Clark couldn't help but smile. He knew where he stood with Chloe and was more comfortable with what would happen between them in the future. She was always going to be his best friend.

Plus, he got to see boobies.

Key words for next time: Lex's house, alcohol, hot tub, lap dance.


	3. Keeping Secrets Part 3 A

This chapter is being broken up into 2 parts (at least) so it's not too long. This part is Lex's point of view, because I love Lex. Current spoilers through KINETIC. 

Guilt was not an emotion Lex Luthor had much experience with. In truth, he tried to avoid experience with many of the more messy and complicated emotions, guilt being one of the top on his list. In his life, there was no room for guilt. It was a luxury one could not afford when a typical "day in the life" included hostile takeovers and running a multi-billion dollar company. Lex had learned that lesson very early on.   
  
Which is why his current feelings of guilt were so disturbing.  
  
Not only was he feeling guilty, but he was feeling guilty over something that was not his fault and that he could not have prevented. There was no way for him to have known that thieves who could walk through walls were going to break into his house on the same night he had scheduled Clark and Chloe to come over so the young reporter could interview him. Even if he had known what was happening, he still couldn't have prevented her fall.   
  
And yet he was still experiencing guilt. Which is probably why he had invited both Chloe and Clark to the castle for a day of fun and relaxation. Not to mention allowing the injured Miss Sullivan an opportunity to interview him again. This guilt thing was really a pain in his ass.   
  
He had agreed to it, however, so when the doorbell rang at two, he personally was there to answer it and invite his young friends inside. That had been an hour ago. Now, guilt or no guilt, he was beginning to question his sanity.   
  
Had he ever been as young as these two? Logically, he had once been the same age, but he simply didn't remember ever being so…carefree? Perhaps that was the best word to describe the light-hearted banter and jokes that flew so easily between the two. It made him feel as though there was some great secret he was missing out on. As though he was an outsider looking in.  
  
At the same time, he enjoyed the reminder that not everything in life was as complicated as it somehow  
seemed. There was indeed, corny as it may sound, time to stop and smell the roses. He answered another of  
Chloe's surprisingly well-thought-out questions with his standard PR response, and then watched as she  
closed her notebook. Could the interrogation be over?  
  
"Thank you very much, Mr. …Lex," she finished with a charming smile. "Though I know you were feeding me public relations bull," she added with a smirk, "at least you took the time out to answer my questions."  
  
"Why Miss Sullivan, I have no idea what you mean!" He replied, his tone teasing, his statement one of mock surprise. "I could never be anything other than totally honest with you." She let out a rather unladylike, yet somehow adorable snort at his comment mumbling what he thought to be "I'll remember that for later." He continued as if he hadn't been interrupted. "And it's never a problem taking time out for a stunningly beautiful young woman such as yourself." Leaning over, he took her hand, and placed a kiss on the inside of her wrist. It was a move that had been charming women since he was her age. God, he sounded like a dirty old man.  
  
"I bet that works well for you doesn't it?" she asked with a quirky smile and an arched eyebrow.   
  
He laughed out loud at that, smiling at both of them as Clark came up to stand behind Chloe. "What do you  
two say to dinner? I've canceled my appointments for the evening and would appreciate the company."  
  
"I don't know," Clark responded, "I don't think Chloe should over-exert herself. She just got out of the hospital a few days ago." Lex noticed that Clark had taken a step closer to Chloe. His body was almost pressed against the small girl, reminding Lex of mother bear protecting her cub.  
  
"Clark," Chloe said with a roll of her eyes, " it's dinner. I have to eat regardless. It might as well be good food with good company. Anyway, I'm fine. I refuse to be coddled until this stupid cast comes off." She had turned mid- rant to jab Clark's chest with her finger, accentuating her point. 

"Okay, okay," Clark backed away, hands raised in surrender. "I just thought you wanted to see that thing I have back at the loft," he said, eyes bugging to emphasize various words and, damn, Clark was about as subtle as an bull in a china shop. Lex had no idea what "thing" Clark had to show Chloe, but he suspected that it was nothing more than an attempt to get her to agree with him on the issue of staying. 

Chloe's quirked eyebrow made Lex wonder if there was indeed something at the loft, something apparently very interesting by the look on her face as she said, "I'm sure it'll still be there later, right Clark?" 

"No, that's fine. It was just a suggestion," Lex watched as the tension disappeared from Clark's face only to be replaced with something else entirely as Lex continued. "I'm sure Chloe and I will find ways to entertain ourselves without you here, if you really need to leave." Reaching over, Lex took Chloe's good arm and looped it through his own, turning both of them to walk out of the study. He did, however, have time to note the statement on Clark's face before he turned. Shock was evident, but there was something else…jealousy, perhaps? He would have to pay closer attention to his two young friends to piece together this puzzle. 

Before he and Chloe had even made it to the door, he heard from behind him, "No, wait," followed by the sound of Clark's fast paced footsteps as he approached them. "I didn't say that I didn't want to stay, I was just making sure that Chloe would be alright. I can stay for dinner." 

Lex gave Chloe a mischievous smirk, sparing Clark a quick glance before turning to the blonde. "I don't know, Chloe, should we let Clark join us for dinner?" 

His admiration for the blonde shot up a few notches when she replied, "Well, he can be a bit of a pain in the ass with the hero complex he has going on, but I've found him useful from time to time." 

That was when things became genuinely odd to Lex for the first time. The comment made was rather innocent, slightly joking. Why then, would Clark blush bright red after looking at Chloe who then began to blush as well? Exactly what kind of uses did Chloe have for Clark? And apparently he had asked that aloud, or something to that effect, because Chloe looked up at him after quickly getting her flush under control. 

"Oh, you know, lifting heavy things, opening jars. There are several useful things that freakishly huge 16 year olds are good for." 

"Freakishly huge?" Lex asked, wondering which parts of Clark Chloe was referring to. 

"Do you know any other 16 year old who's six foot three?" she asked with a raised eyebrow. 

Before Lex could answer, Chloe was swept up into the air, rushed from behind linebacker style by Clark. He easily hoisted her up, holding her with one arm around her waist while the other tickled sensitive spots on her ribs. She giggled uncontrollably, fighting to free herself from his grasp. He heard Clark mumble "freakish" and "lift heavy things", but couldn't make out what exactly he was saying. Before he realized what had happened, Chloe was back on her feet, peeling down his hallway at a run, squealing in delight with Clark chasing after her. 

Lex had a feeling it was going to be a very long afternoon. 

*** 

"What could possibly be taking her so long?" Lex asked Clark, trying hard to keep the irritation out of his voice. Chloe had been recently wounded at his house, his guilt reminded him. Still, he never thought she would take so long just getting changed. He and Clark had both been waiting for her for a good fifteen minutes. 

"Maybe she got lost," Clark replied flippantly. Lex was really surprised that his young friend was taking this so well. He had been such a mother hen all day; he would have thought Clark would be a little worried by the extra time his friend was taking. Who ever would have thought it would take so long to put on a bathing suit? 

They had decided, after much discussion, that some time in the hot tub would be the best way to while away the hours till dinner. Billiards was out due to Chloe's arm. So was the swimming pool, for the same reason. However, both teens had looked so excited about going into the water in February, Lex had brought up the hot tub idea. Chloe's arm could easily be kept dry if wrapped and kept outside of the tub. His guests readily agreed only to be brought to a crashing halt upon the realization that they had no suits. Luckily they were in the house of a billionaire who entertained a lot. Lex truly was prepared for any and all possibilities and kept new suits in a few of the guestrooms for cases like these. 

Now he and Clark were awaiting Chloe's return and Lex was beginning to wonder if maybe she did indeed lose her way. 

"I just hope she's alright. She did just get out of the hospital." That was low. Lex knew it, but he needed something to get Clark up off his ass. It also allowed him to gauge Clark's reaction, helping him to piece together the unusual behavior his friend was showing. 

At Lex's not so gentle reminder of Chloe's accident, Clark was up off his feet, looking around nervously. "I'll go see what's holding her up," he said, as calmly as he could manage, before dashing off in the direction of the room Chloe had been given. 

Something was definitely going on between Clark and Chloe. Something odd. Something not totally explained by a need to look out for a recently injured friend. The looks, the blushes, the innuendo, they were all pieces to the greater puzzle; a puzzle Lex intended to solve. After giving Clark a few moments, he followed after him. Lex would not admit that he was spying on his young friends. He was simply checking up on them. 

He reached the room that they were occupying and heard them mid-conversation. Technically the checking up excuse was now blown out of the water, because if they were talking they were fine. He was now official eavesdropping, but it was his house so fuck it. 

"I can't go out there in this. Not in front of Lex." Soft feminine voice, obviously Chloe. Lex sneaked a glance into the room and saw her standing with her robe held open to Clark's view and yet obstructing Lex's. He could see the clothes that Chloe had worn to the house, folded neatly, sitting on the bed. Lex could only assume she was wearing one of the extra suits he kept around. Though after looking at the statement on Clark's face, maybe she wasn't wearing anything at all. 

"Clark? God, are you even paying attention to me?" She dropped her arms and the robe fell from her grasp, hanging limply from her sides. Lex saw a flash of red across Chloe's chest and realized that she was indeed clothed. And yet Clark was still staring. 

"What? Yeah, Chloe I hear you." His gaze was still well below eye level, and he continued his conversation talking to her breasts. "Why can't you go out there?" 

"I can't let Lex see me in this," she stated. "I mean, Lex is used to women like Victoria. Women whose breasts walk into a room two minutes before the rest of their body gets there. " 

Lex had to fight to hold back a laugh at Chloe's perception of the women he knew. Not that she was far off. If nothing else, all the women he'd had in Smallville had possessed gorgeous bodies. Of course, with some of them, that's all they had. And, judging from Clark's continued conversation with Chloe's breasts and all points south, he doubted he'd have anything negative to say about Chloe. On top of what he was rather sure was a nubile, if young, body, Chloe had; charm, personality, spunk, a great sense of humor and intelligence. That far outweighed the qualities of most of the women he knew. Shockingly, Lex actually respected Chloe. 

"Chloe, I really don't think you have anything to worry about. You have an amazing body." Did Clark just take a step closer to her? It sounded like his voice had dropped into a lower timbre, too. Very interesting considering Lex's earlier thoughts about something between the two. Maybe he was onto something here. 

"Says the boy whose experience is limited to seeing me and the other girls of Smallville," was the snarky response from the blonde. 

"Apparently the SI swimsuit edition is meaningless to you. That's blasphemous, Chloe." Yes, he was definitely closer. It was obvious when the younger man's hand wrapped around Chloe's waist, inadvertently exposing the length of her leg and half of her ass. God, Lex should not be having impure thoughts about an almost 16-year-old's ass, but damn. There was a reason why all the most popular porn sites advertised teens; not that Lex had ever visited one, of course. 

"Clark," she whined, somehow making his name three syllables long. 

"Chloe," he replied, dragging her name out to five syllables. Then he did something that Lex thought was sure to end the boy's short life, especially with a spitfire friend like Chloe. 

Clark lifted one, gigantic hand, and placed it on Chloe's breast, fingers cupping the side, thumb stroking over the nipple. 

Lex closed his eyes briefly, offering up a silent prayer for his friend. The boy was really too young to die, and it saddened Lex to know his demise was immanent. He had really liked the kid, but if you had to go, why not go with a handful of breast? On a serious note, he wondered if his staff could get blood out of the carpet. 

When he opened his eyes again, he saw something he was not quite prepared for. Not only was there no bloodshed, but Chloe's head was arched back ever so slightly, thrusting her chest further into Clark's hand. The hand around her waist, the one that had provided his luscious view of ass, had pulled her in closer. The lower halves of their bodies were meshed together as Clark continued to caress the breast he had in his hand. Well, on the bright side, Lex had guessed right when he thought something was going on. 

"Chloe, you have an awesome body. Trust me on this one. Would I lie to you?" Clark asked, grinning as he leaned down to lick at her lips. Their lips met for a brief moment before Chloe pulled her head back just slightly. 

"Clark?" her voice was so quiet Lex had to strain to hear her. 

"Hmm?" Clark murmured in response, his lips trailing across her jaw line. 

"With you pressed this close to me, you don't have to say you like the way I look. I can feel it." Clark blushed bright red, smiling a very charming little boy smile as Lex fought not to choke due to shock. Chloe had just teased Clark about his erection. Lex was sure Chloe had just made a joke about cock. He knew there was a reason he liked the girl. 

Before the teens could start anything else, Lex made a big show of stomping his feet once or twice to mimic the sounds of someone approaching. Clearing his throat loudly, he knocked sharply on the door, quickly slipping on his "emotionless" mask to avoid suspicion. 

By the time he had swung the door open, Chloe and Clark were a respectable distance from one another, though Clark was facing the back wall. Lex could only guess he was trying to calm his raging hormones lest the "evidence" of Chloe's considerable charms be visible to all. 

"I'm sorry. Just wanted to make sure everyone was alright in here. Clark, I see you've found Miss Sullivan," Lex tactfully left the word "breast" off the end of that sentence, smiling at the two youngsters instead. "Are we ready to go enjoy a relaxing soak?" 

"Umm, yeah. I just…I have to cover my cast." Chloe was so concerned with appearing normal that she had completely forgotten about the fact that she was in front of Lex in the swimsuit that had been bothering her so much earlier. He could understand why she would be bothered by it. Not that she didn't look amazing, because she did. It just seemed that the particular swimsuit she was wearing had been purchased at some point during Lex's misspent youth. The word that best described it was… tiny. Miniscule. Small. Leaving little to the imagination. OK, so that last one was more a phrase than a word, but Lex could understand the girl's apprehension behind wearing it. He felt compelled to comment on how attractive she looked in it, if only to ease her mind. Of course that was the only reason, because there was no way he was going to hit on a high school freshman. 

"Wow," he hadn't even had to try to convey awe in his voice. She really was magnificent. "Miss Sullivan, I must say, you look… delectable in that." Lex always found it best to use words that meant "very pleasing to taste" when talking about scantily clad teenagers. 

Chloe blushed brightly, uttering a quiet and shy "thank you" as she stood frozen before Lex. Clark had clearly regained control, because he was now striding over to where they stood. Lex decided to test his theory on the nature of the relationship between Clark and Chloe. After all, it was possible that what he had witnessed was nothing more than a comfort with one's body that Chloe just happened to possess. Unlikely, but possible. 

"Just one thing," Lex said quickly, before reaching out to the breast Clark had been caressing. With deft hands, he ran his thumbs under the edges of Chloe's bathing suit top, fingertips just barely grazing her nipple. 

"Lex!" Clark shouted at him, stunned by his action. Lex knew he would be. 

Quickly removing his hands, Lex explained, "Sorry. The top was twisted." He glanced at the brightly blushing Chloe, offering her a quirky grin. "You were about to…well, you were about to fall out." 

Clark had taken a step closer and was again hovering over Chloe. This time, Lex didn't get the impression of a mother bear protecting it's young. The fierceness in his stance and imposing demeanor was now more comparable to a lion protecting its mate. 

Not many people knew it, but Lex had the IQ of a genius. Oh, sure, people knew he was smart. The whole Princeton, Suma Cum Laude thing proved that, but few people realized how intelligent he truly was. And, as an intelligent human being who quite enjoyed the life he led, Lex knew that now would be a very good time to back off. After all, he didn't truly want to have his questions about blood coming out of carpets involving his own blood. 

"Forgive me, Chloe. I acted without thinking. I was trying to preserve your modesty and instead embarrassed you. I'm truly sorry." Lex could just hear it now, "and the Oscar goes to…." Damn, he was good. Chloe's blush had all but disappeared and he could actually see Clark backing down from attack stance. Luthors didn't live long without decent bullshit survival skills. 

"It's okay, Lex. Just unexpected, that's all. It's not everyday I have men grabbing at my breasts," she grinned as she said this and Lex wondered if she realized that today she had had two different men grab at her breasts. Ah, to be young again. 

"Try not to make a habit out of groping my friends, huh Lex?" Clark teased with a little punch to the arm that wasn't quite gentle enough. Lex winced, bringing a hand up to rub at his abused flesh. 

"Careful, there big guy. Not all of us are built like you," Lex quipped, thinking if all men were built like Clark, what a wonderful world it would be. Of course nothing would get done with all the fantasizing, but still, it was a nice dream. 

"Well, now that everyone's feathers are soothed over, let's go get something to cover up that cast so I can soak my sore arm muscle in the hot tub." Clark had the decency to look sheepish at Lex's comment, before he began walking out of the room and down towards the pool.

Lex couldn't help but notice the hand that Clark had on the small of Chloe's back, guiding her along the way. 

*** 

Clark Kent was hiding something from him. Truth be told, Clark was probably hiding several things, but among them was something having to do with Chloe Sullivan. Something having to do with Chloe's breasts and Clark's hands. Lex didn't know why Clark would hide something like this from him. Not that Clark was doing a good job of hiding anything. If Lex did decide to confront the two of them about whatever this was, he would also let them know that if they intended to keep their relationship a secret, they were going to have to try a little harder. 

Lex let his body sink a little further into the relaxing waters of the hot tub, allowing the warmth to ease away the tensions of the past week. He looked over to where Clark sat across the tub, Chloe in front of him, her arm propped up on the side of the tub, out of the water. Clark was rubbing Chloe's shoulders with his strong hands after hearing the young woman complain about soreness from not being able to sleep properly with her cast. So while Clark rubbed and Chloe enjoyed, Lex simply observed. 

If he hadn't witnessed the earlier scene in the bedroom involving kissing and breast touching, Lex could almost believe that the two were simply close friends. Though the blushing at any sexual innuendo seemed suspect, it could be written off as unresolved sexual tension. With these two, it could almost be written off as easily offended innocence. But the bedroom scene was not as easy to explain. Something was going on. Clark wasn't the kind of guy who would fool around with a girl he wasn't emotionally invested in. 

Which led him back to the question that had been plaguing him for a while now. Why hadn't Clark told him that he and Chloe were involved? 

Did Clark honestly believe Lex wouldn't be happy for the two of them? Lex liked Chloe. She definitely had more personality than Lana, she was available, and most importantly, she absolutely adored Clark. Lex had been able to see Chloe's emotion for Clark pouring out of her eyes like some love sick puppy ever since he had worked with the two of them while trying to figure out Jeff's attacks. 

Perhaps Clark was afraid to say anything because Lex had been trying so hard to help Clark win the cheerleader. Did his young friend not realize that Lex personally couldn't care less who Clark ended up with so long as the boy was happy? If Chloe would make him happy, then that was good enough for Lex. Glancing back up at the teenagers, he could tell that they made each other happy. If what he had seen earlier and what he was seeing now were any indication, then they could make each other very happy. 

At the moment, Clark was rubbing Chloe's back, somewhere between her shoulders and her waist. Though it was hard to tell with the water churning around them, it seemed to Lex that his hands were right about shoulder blade level. Every now and then, Chloe would take an exceptionally deep breath and sway back towards Clark, leading Lex to believe Clark was doing more than just rubbing Chloe's back. Lex could only guess where Chloe's good hand was, but it certainly wasn't visible. 

So either they were a) together and hiding their relationship, b) together and not hiding things per se, just not announcing them either, or c) working one of those "friends with benefits" deals that many kids had been trying unsuccessfully to have. He doubted that was the case. They both were too smart not to realize that feelings would inevitably get hurt when two innocent young people were involved in something like that. Especially when one so clearly had feeling for the other. Though, after watching Clark's behavior towards Chloe all day, he was beginning to wonder if the feelings Chloe had for Clark were returned just as intensely. 

One of Lex's kitchen staff announcing that dinner would be served shortly if they were ready for their meal, brought him out of his musings. Lex climbed out of the tub after thanking Marie and dismissing her. He grabbed a towel from the nearby warmer and one for both Chloe and Clark as well. When he turned back to the tub, Clark was helping to lift Chloe out of the water. Lex was somewhat stunned for all of two seconds before realizing that, with her cast, it was probably difficult for Chloe to push herself out of the water. 

Clark took the towels that Lex handed him, using one to quickly wipe off his body and tie around his waist before turning to Chloe with the other. Before Lex's startled and amused eyes, Clark began to dry Chloe off. He started at her shoulders, towel gliding down each arm, before returning to her body to swipe down her chest, lingering a bit over her breasts before continuing down. As he watched Clark kneel before Chloe to dry off the lower half of her body, Lex couldn't help himself. He had to test out his theory on the Clark and Chloe situation and find out once and for all what was going on. 

"So Clark, how are things going with Lana?" Low blow, but it definitely got a response. Clark froze in the middle of drying a leg and Chloe's entire body tensed up. So things weren't perfect in this little teenaged drama. Clark half turned to face Lex as he answered. 

"Umm…everything's going fine, I guess. I mean, no real changes there. Thanks for hearing her out with her proposition for the Talon. It meant a lot to her." Clark turned back towards Chloe in time to see her bending down to pull the towel from his grasp. 

"I'm plenty dry, thanks Clark," she said tightly as she wiped the towel over her other leg and then draped it over her shoulders. Lex noticed the change in her mood instantly. So it wasn't clearly defined relationship. Unless Chloe was still jealous over Clark's feelings for the brunette. Of course, if Clark was committed to Chloe he could have simply told Lex that there was nothing happening with Lana because he was happy with the blonde. Were it anyone other than Clark Kent, he would write it off as "teenaged hormones taking control". But it was Clark, the personification of Kansas purity and farm-boy innocence. Quite simply, Lex was back to square one with not knowing what was happening between the two. Though he was firmly convinced that there was some sort of physical relationship between the two, he had no idea what the nature of the relationship was. He fully intended to find out before the night was through. 

Chloe started walking to the doors leading out of the atrium and back into the house, then turned back to face Lex before she reached the doors leading inside. "Lex?" she asked sweetly. "What do you say to drinks with our dinner?" 

Drinks. Alcohol certainly had the ability to release ones inhibitions. And with two people who were almost assuredly not used to drinking anything other than foamy beer at the occasional kegger, it would be easy enough to get them to the loose lips stage of drunkenness. An easier plan had never been thought up, and more importantly, it wasn't his idea so he didn't have to worry about feeling responsible for the outcome. "Why Miss Sullivan, I think that would be an excellent idea." 


	4. Playing Games Part 3B

Author's Notes: OK. This is part 3B. These are the warnings for part 3B. Pay attention cause I don't want anyone gripping that they didn't know what would happen. This chapter contains: elements of Chloe/Lex, elements of Clark/Lex, slight slash, naughty words, naughty actions and general adult stuff. If you think any of this may both you, maybe you should skip this one. The NEXT Chapter will go back to good ole C/C fun, though they will deal with the consequences of their actions in part 4. And while I'm giving this chapter an NC17 rating to be safe, the next chapter will be NC17 cause of the level of naughtiness Clark and Chloe get into. This whole chapter has a slightly different feel, but I needed Lex there for stuff that happens later in the fic. Anyway, hope you enjoy and if you don't, hope you come back for the next part which will be more C/C. 

Also, sorry about the wait but my computer DIED a week ago. I won't get the new one for another 10 days, so I will be trying to write on the old, slow one that enables me to get online, but I have to go out of town for the new computer. Hopefully the next part won't be too long in coming.

"Know what we should do?" Lex heard Chloe slur slightly as she said it and wondered what gem of wisdom was about to escape her. "We should play a game!"

Closing his eyes, Lex took a deep, calming breath and pondered once again what he was thinking when he invited Chloe and Clark to his home. 

"A game would be fun, wouldn't it?" she asked. Even though Lex didn't know her well, he realized that now that her brain had switched onto this new track, it was not going to switch again anytime soon. Lex had discovered that earlier with her insistence that they take a tour of the castle. He refused at first, not really wanting to bother and not particularly thrilled with having a budding young reporter explore his home. However after she asked for the twelfth time in as many minutes, he relented. It now appeared that he was going to be playing a game. At least if he agreed early on, he wouldn't have to continue to hear the tipsy teen repeat herself until he was ready to scream.

"It's not a sleepover if you don't play a game," Chloe continued on with her newest topic.

The sleepover was another of Lex's brilliant plans. Not that he would ever actually call it a sleepover aloud. It was something born out of necessity when he realized that perhaps the first drinks he had served Clark and Chloe, while fine for his "adult" friends, may have been a tad too strong for non-drinkers. Clark, who could hold his liquor better due to his size, had simply called home and asked if he could stay over. After reminding his parents that it was a weekend and he had completed all his chores, they grudgingly agreed. In actuality, Lex was pretty sure that "they" had not agreed. More than likely he had been speaking to Mrs. Kent, because Lex didn't see Jonathan Kent agreeing that easily, if at all.

Getting permission for Chloe to stay had been somewhat trickier. Fortunately, Lex was both an excellent negotiator and a masterful bullshit artist. He had simply told Gabe, after polite small talk and assuring himself that Chloe was not in the room to screw up his story, that Chloe had fallen asleep after dinner. With Chloe having just gotten out of the hospital, Gabe was of course worried for her health, but Lex assured him that she was sleeping comfortably in a guest room and it probably wouldn't be wise to wake her until morning. After all, sleep would help her to recover. He then added a smooth, "unless you think otherwise." Although still hesitant, the older man saw the logic in Lex's thinking. Mr. Sullivan's last thought on how to tactfully extradite his daughter from Lex's home was a comment about not wanting to inconvenience Lex. Lex replied, " It's no inconvenience really. This house is so big, she could be here a week and I probably wouldn't notice." The conversation was ended with a few more pleasantries and Lex's assurance that if anything were to happen he'd call Gabe immediately. He also added that he would have his driver bring Chloe home first thing in the morning, if that was acceptable. Which, of course, it was. 

He had gone through all that trouble to ensure…well, to ensure that there weren't any shotgun-toting papas showing up on his doorstep. Not to mention small-town police officers who likely wouldn't think it was right to have intoxicated minors at his home simply because one of the minors had suggested the drinking… Well, regardless of his reasoning, Lex had gone through a lot of difficulties to guarantee that neither the teens nor himself would end up in trouble. And for all his trouble, he got to play games with high schoolers. Joy.

Tuning back into the conversation, or more accurately Chloe's babbling since no one was actually responding, Lex realized she was still going on about this game she wanted to play. Lex, being a grab the bulls by the horns kind of guy, charged right in. "And what game should we play?"

Chloe answered very seriously, "A drinking game. We should definitely play a drinking game." 

"Said the fifteen year old lush," Clark teased from his reclined position in the chair beside her. 

Without missing a beat, Chloe smacked Clark with a pillow upside the head, replying, "Three drinks does not a lush make. Anyway, I don't see you making suggestions." Lex could swear that particular tone normally involved her sticking out her tongue, but somehow she restrained herself. He took another sip of his drink as the two continued their "discussion". 

"Naked Twister?"

Lex almost had an embarrassing moment as he choked on his drink, fighting not to spray expensive liquor out of his nose at Clark's comment. Lex's brain was instantly filled with all sorts of "accidental" gropes that could be gotten away with while trying to get "right hand red". He could just see it now, "Sorry, Clark, you were dangling right over where I needed to be." Though he knew it would be bad, wrong, and illegal on several levels, his mind did a quick inventory of the castle, wondering if a twister game could be found.

"Try again. You've already seen me in that scrap of red that Luthor there calls a bikini, that's as good as it gets Buster." Chloe snarked back, and this time, Lex thought he did catch her sticking out her tongue.

"Please," Clark huffed. "I've seen you in less…" Clark stopped himself before he finished the sentence, eyes glancing over quickly to gauge Lex's reaction. 

Lex feigned ignorance, pretending not to hear the juicy tidbit of information Clark had just let slip. Looking quickly at Chloe's expression, which clearly read "Clark, shut up!" Lex took another sip of his drink, before setting the tumbler down on the table beside him.

"You want to play a drinking game, Chloe? How about the game 'I've never'?" Lex asked with a smirk. It was a fabulous way for Lex to gain information on the extent of his friends' involvement with each other, all under the guise of a friendly game. Though he realized he'd probably be drinking more than either teen, since this game was based of life experience and all, he also knew he'd be the one making the drinks and could pour accordingly.

"Ooo, how's that game played?" Chloe inquired, swinging her legs over the side of the couch to dangle in Lex's direction as she asked. 

"It's really very simple," Lex responded, rising to move over to the couch, beside where Chloe sat and facing the chair Clark was in. Chloe, quickly turned back to face him, bringing her legs up now to sit Indian style on his expensive leather couch. Good thing she was barefoot. "Each person makes a statement about something they've never done. If any of the other players have done it, they drink." Taking in the blank stares of his friends for a moment, he continued. "For example, if I were to say 'I've never had blonde hair' Chloe, you would have to drink since you do have blonde hair. Understand?"

"Yep. Okay, let's play! Any other rules?" Chloe asked enthusiastically, bouncing lightly on Lex's couch. Lex was very glad Chloe had changed out of that bikini and into a set of pajamas some relative had given Lex a few years back. They were nice pajamas. Monogrammed blue satin, with long sleeves and buttons up the front. If Lex slept any way other than nude, he most certainly would have worn them. As it was, they were something convenient and comfortable for Chloe to wear so she wouldn't have to complain about how uncomfortable her blouse and skirt combo was. Clark had put his jeans back on, along with his flannel shirt, though he had forgone the undershirt. He also hadn't buttoned the flannel up all the way, so right now Lex was looking at a good three inches more chest than Clark normally showed. It was distracting to say the least.

"Lex?" He heard Chloe ask again and realized he had drifted off for a second. 

Pulling his gaze away from Clark's chest, he answered her previous question. "Only other rules are, you can say you've never even if you have done something, but then you have to drink, too. Most people will only do that if they have a really interesting fact about one of the other players in the game. Other than that, I make the drinks, and if I feel either of you have had too much, we quit playing. Also, should I hand you a bottle of water at any point, you must stop drinking your alcohol and drink water for a bit to even out your system. Understand?"

"Yep," Chloe replied with another bounce. Clark nodded his agreement, prompting Lex to get up and pour new drinks for all of them. He switched to something with lower alcohol content and a milder flavor. Returning to his guests, Lex handed them both their drinks before settling on the couch to Chloe's left.

"Okay, me first!" Chloe said anxiously. "We'll go clockwise so it'll be me, Clark and then you, Lex." Looking down into the contents of her glass, she glanced up at Lex. "This isn't the same stuff. What are we drinking?"

"Vodka sour. It tastes like lemonade and Vodka is not as hard to handle as other liquors. Your turn," he prompted, trying to get this game moving. 

"Oh. All right, I've never kissed a girl."

Both boys rolled their eyes and took a drink.

Clark's reply was similar with "I've never kissed a boy." 

Of course neither Clark nor Chloe had expected Lex to drink at that. He could tell by their wide-eyed expressions. Well, if something like him kissing another man was going to cause that reaction, he could hardly wait till they got to the more interesting questions.

"I've never kissed Clark," Lex turned to Chloe and watched as she and Clark shared a glance before she took a sip of her drink. 

"I've never…uh, I've never touched a girl's breast. Like another girl's that wasn't mine," she stumbled a bit over her question, then looked up to see both men drinking again.

"I've never touched…um, a naked girl's breast," Clark looked up, watching as Lex drank before looking at Chloe.

"What?" she asked. "Mine count?" Clark just shot her a look and Chloe grudgingly drank.

"I've never touched Chloe's breast," Lex countered and watched as both teens drank and then looked at him expectantly. 

"Well?" Chloe asked.

Lex was slightly confused with the stares they were both giving him. "It's you turn, Chloe."

"No way!" Clark interrupted. "You so have to drink, Lex. You touched Chloe's breast earlier today, in case you've forgotten." 

That was not a happy sounding Clark, Lex decided. "I was straightening her swimsuit. That shouldn't count," Lex argued, more to make sure Clark believed the swimsuit lie than to avoid drinking.

"Regardless, you're fingers touched nipple and that means you drink, Mister." Chloe retorted with an unladylike snort.

"Fine. But it was accidental," He added once again, in hopes of getting that scowl to leave Clark's face.

After Lex took his drink, Chloe continued with the game. "I've never touched a naked penis. And if my breast counts, then both your penises count to!" 

Lex had to fight back a laugh at Chloe's indignant tone as both he and Clark took a drink.

"I've never touched another guy's penis, naked or not."

Like Lex didn't see that one coming from the boy to his left. He noted with interest, as he took his drink, that Chloe was drinking too. Now to get down to the good stuff between these two. "I've never touched Clark's penis." 

Lex smiled to himself as Chloe blushed red and took a drink. Now he was getting somewhere. 

"I've never had sex." Chloe looked smugly at Lex. As Lex took his drink, he realized that at least now he had some idea of what Clark and Chloe had and hadn't done. Something that included touching over the clothes, but hadn't led to sex. 

"I've never had sex with more than one person." 

"You haven't had sex at all," Lex commented as he took a drink in response to Clark's question. "I've never fooled around in a barn," Lex said smugly, watching the confused looks on his friends' faces. With a sigh he added, "Anything more than a kiss. Fondling, groping, touching, caressing, licking, sucking…"

"I think we get the picture, Lex," Clark said, cheeks lightly flushed as he lifted his glass. Just as Lex suspected, Chloe lifted hers too. 

"Lex, truth or dare?" Chloe asked, jumping right from one game to another.

"I thought we were playing 'I've never'," Lex commented, eyebrow raised as he took a sip of his drink. Honestly, truth or dare would probably be more conducive to his quest. He could just come right out and ask, "You're not dating, but you're obviously fooling around. I'd think you were in it for the sex, but you're both virgins, so what the hell is going on?" Though he'd probably try a slightly more tactful approach.

"How many men have you had sex with?" the blonde blurted out. 

Well, it was nice to know that they were no longer going to be holding back on those questions they really wanted to ask. "Don't you have to ask truth or dare?" Lex questioned, having a vague memory that the game was not played quite the way Chloe was choosing to play it. 

"C'mon Lex, answer the question," Chloe's voice had a hint of a whine combined with barely contained enthusiasm.

Lex sighed deeply, trying to think of the most tactful way to answer this question. "I see that you're assuming I have had sex with a man." Chloe simply nodded her head happily and leaned forward awaiting his answer. "To tell the truth, I never really counted."

"Ballpark?" Chloe asked.

Lex smirked at the young girl, taking another sip of his drink. "Definitely less than a ballpark," he answered slyly.

"But more than a baseball team?" He heard Clark chime in. Looking over, he noticed Clark was leaning forward as well, the expression on his face openly curious and almost…intrigued? Something Lex would most assuredly have to pay more attention to in the future.

"Perhaps just the infield players. I doubt it's been an entire team worth," Lex said with a smirk. Between the looks he was getting from his two guests, Lex could only guess as to how many questions he was about to be barraged with. He decided to take matters into his own hands, continuing the game before either had a chance to open their mouths. "Clark, truth or dare?"

Clark thought it over for a moment, some emotion Lex couldn't quite describe flitting across his features, before saying, "Truth."

"I want to know," he drawled smoothly, "the exact nature of your relationship with our friend Miss Sullivan." Lex's hand quickly shot up to halt Clark's comment, and Lex reminded him, "Please remember that the two of you have revealed some interesting facts in the previous game, so if you say that you're just friends, then you've been holding out on me, Clark. I know that I, as your friend, have never made out in the barn with you or touched your penis." Lex brought his glass to his lips and took a slow sip; his gaze locked with Clark's as he did.

Clark had the decency to flush bright red. Tearing away from Lex's stare, Clark took a deep breath and began trying to explain. "We are friends, but I guess we're not just friends."

As Clark paused again, Lex realized that this was a difficult subject for the teen, and decided not to push. Of course, Lex had figured that much out on his own. At least he now had confirmation that the two weren't dating in secret. He didn't like the idea that his friend was holding out on him. Leaning back, he waited for Clark to continue.

"A few weeks ago, Chloe and I decided that maybe we could…you see, neither of us really…we're both kinda inexperienced when it comes to, well, stuff pertaining to…sex stuff. " He let out another long breath, before plowing ahead. "Since we're best friends and really comfortable with each other, and y'know, she's a girl and I'm a guy…"

"You thought you could…"Lex carefully tried to avoid the phrase 'use each other', "explore with each other?"

"Yeah," Clark replied, an interesting combination of relieved and embarrassed. "But no one else knows, Lex. Just you," he continued.

"And," Chloe interjected, "we'd really like to keep it that way." She glanced at Clark who gave her a brief nod, before both eyes turned back to Lex.

Lex absorbed this information. He really hadn't expected this out of Clark. Sure, he had many friends who either had been or had their own fuck buddies, he just somehow expected more out of Clark. He also knew that with these two and their level of experience, or lack thereof, and Chloe's romantic feelings towards Clark, things would definitely end badly. Should he tell them, or let them make their own mistakes and learn the hard way? Unfortunately, Lex realized that even if he told them things would end badly, the chances that they would listen to him were slim. In matters of the heart, it seemed first-hand experience was the only way that people could learn. Better to simply be supportive and wait for the eventual fallout.

"I had no intention of telling anyone anything. Whatever is between you two is just that, between you two. But let me just add, since I do already know, my door is always open for any problems, or questions that may arise." There. Hopefully that was reassuring enough so that if either of them had a problem, they knew they could come to him, before things got out of hand. "Though I do have to say, even without the game, I knew something was going on. I caught you groping and kissing Chloe earlier. You really need to be more careful if you don't want everyone figuring you out." 

"You saw that?" Chloe asked. Lex was far too polite to say shrieked, but really that would have been closer to the sound the came from the blonde. At Lex's nod, her eyes narrowed. "Is that why you fondled me? Some weird kind of payback?"

"Not at all," Lex replied lightly. "I was merely trying to see if the breast touching was something you allowed all your friends to do, or if Clark was special. Your response was enough to show me that, in the future, your breasts are off limits. It has been duly noted." Lex was teasing her, fighting back a laugh as he realized he needed a refill on his fifth drink. Fortunately, both teens seemed to realize this as he looked around and saw everyone was fighting a case of the giggles. Standing, he took Clark and Chloe's empty glasses along with his own over to the bar for a refill.

"I believe we were in the middle of a new game," he remarked as he poured Vodka sour into the teens' glasses and Bourbon into his own. "Doesn't this make it Clark's turn to ask something?" Lex took Clark's armchair seat since the teen had decided to move himself closer to Chloe and was now on the couch. 

"Lex, truth or dare?" Clark asked as he took his new drink from his friend. 

"Truth," Lex responded, figuring Clark's question would probably not be very daring though there was the distinct possibility his dare would be something disgusting.

"What's it like to…um, to have…?"

"Sex?" Lex filled in. 

"With a guy," Clark finished. He had somehow managed the question without his normal blush and his gaze hadn't faltered yet. His blue-green eyes locked with Lex's, intent and determined.

"Wow. Okay, I really wasn't expecting that question." Lex ran a hand over his head, something he really only did when flustered. Clark had managed to fluster him with his question. Will wonders never cease? 

How the hell did one explain gay sex to a virgin?

"Well, it's a lot like having sex with a woman. The basics at least. It's just a lot tighter, hotter somehow. You can also be a bit more forceful if you're with someone who's used to it, because men are typically bigger and stronger than a woman would physically be." Lex had a feeling he wasn't explaining this well. Especially not to a person with no point of reference for sex in general. "Does that answer at all?" he asked, looking over at Clark questioningly. 

"Sort of. But what about…well…" Clark stumbled over his words, obviously uncomfortable, but still curious.

"Receiving," Chloe filled in. "What does it feel like for the other person?" Lex noticed Chloe had learned forward in her seat, just as curious about this as Clark, if not more so.

Lex took a deep breath, furrowing his brow as he thought about it. He had never really tried to put the sensations into words, and honestly, it had been a while since he had the experience. Living in Smallville didn't really afford him much opportunity for bringing men home. Not that there really were any men in Smallville he'd bring home. He looked up when the couch squeaked beside him as Clark shifted. Well, maybe one, his brain amended.

"It's…it's different. Again, the word tight comes to mind. It hurts a bit at first, but then…then everything begins to feel amazing." Lex let his mind drift into his memories, searching for the right way to describe the sensations. "It's best when you're with someone who knows what they're doing. Someone who can prep you well and manages to hit your prostrate just right. Then you just feel really full and you get so incredibly hard and…"

Lex stopped his little dissertation on gay sex when he heard a noise coming from Chloe that he couldn't quite identify. Both teens were shifting slightly on the couch. Chloe's bottom lip was caught between her teeth, and Clark had a death grip on the arm of the sofa. Lex had a feeling he may have gone too far. So much for getting lost in the moment. Clearing his throat and giving his head a little shake, he decided instead to go for distraction. "Chloe, truth or dare?"

Chloe took a moment to readjust herself in her seat, moving from her previous Indian style position, to sit with her knees pressed tightly together. Lex noticed the way she squeezed her thighs together and guessed that her shifting was due more to arousal than any discomfort she may have been feeling because of the conversation.

"Truth," she answered, her voice husky. She was leaning towards Clark who had also shifted in his seat, moving closing to her. 

He watched the motion and decided he may as well give as good as he got. Clark and Chloe weren't holding any punches with their questions about his sex life, he wasn't going to hold back either. "Who do you think about when you masturbate?"

He almost expected Clark to step in and save Chloe's delicate sensibilities with one of his outraged cries of "Lex!", but instead, the teen simply leaned a bit closer, anxious to hear Chloe's response.

Chloe smiled nervously, took a rather large sip of her drink, followed by a second, and then looked up at the two. She shifted again, drawing her knees up to her chest and biting her lip before giggling nervously.

"Are you going to answer?" Lex asked, amused by her reaction.

"Well, I just…I mean…I don't think about anyone in particular. I mean…I think about different people." Chloe took yet another drink, leaning her head down on her knees to hide her face.

"Like who?" Clark prodded, nudging her gentle with his shoulder.

She muttered a reply that Lex thought was "I don't know" but he couldn't tell for sure because her head was still buried.

"Anyone in this room?" Lex asked, trying to move the conversation along and get to the good stuff. 

He saw Chloe's head nod and felt a smile spread across his face. That wasn't all that unexpected. If she was fooling around in the Kent barn, then of course she'd fantasize about the boy. "Who?" he asked for verbal confirmation.

Her response was so mumbled, that he had no idea what she actually said. "What was that? I couldn't hear." Lex wondered if she could hear the smile in his voice.

She lifted her head from her knees and locked eyes with Lex. "I said, both of you. I think about how soft your bald-head would feel rubbing across my body, and I think about Clark loosing control and neither one of us stopping things when they get interesting. Happy?"

Lex's eyes widened momentarily in surprise before a smile spread across his face. "Yes, actually, I am. In these fantasizes, where exactly am I rubbing with my head?" Lex teased, ducking as Chloe threw a pillow at him. 

Clark, for his part, simply sat in a daze beside Chloe, eyes never leaving her as she turned to him. "Truth or dare, Clark?" Chloe asked, leaning in close to him. So close, that Lex was sure Clark could feel her breath across his lips when she spoke. 

"Dare," Clark's tongue darted out to lick across his lips as he said it. Chloe angled herself closer. She was practically leaning across his lap as she whispered across his lips, "I dare you to kiss Lex Luthor." Dipping her finger into her drink, she ran it over Clark's lips before adding, "Make it good, because I'm aching to see it."

Lex blinked in shock as Chloe took the finger that had been running over Clark's lips into her mouth, sucking it in deeply before pulling it slowly out. Who ever would have guessed that Chloe Sullivan was a seductress? Perhaps maybe more of a tease. Either way, Lex was making sure these two had separate rooms tonight. Sending Chloe home "in the family way" was sure not to win him points with either set of parents, who he was sure would not approve of their teens co-habitating under his roof. 

And suddenly Clark was kneeling in front of him, looking at him rather shyly. Oh! Lex's brain took that moment to remind him that Chloe had wanted to see them kiss. He had assumed Clark would say no and that would be that. Now Clark was sitting before him, waiting for him to do something. Waiting for Lex to kiss him. He knew there was a reason he liked Chloe.

"Umm," Clark began, looking up at Lex expectantly. "You don't have to if you don't want to."

If Clark hadn't leaned in closer, his eyes locked on Lex's lips when he said that, Lex might have thought Clark was trying to back out. As it was, Lex reached his hand out to lightly stroke across Clark's cheek. Clark leaned into the touch, closing his eyes and Lex stifled a groan. Slowly, Lex brought his lips down to touch Clark's, simply resting against them for a moment. He felt Clark's mouth move beneath his, pressing closer and Lex quickly increased the pressure. Not knowing exactly how much he could get away with, Lex decided to live a bit of his own personal fantasy. His tongue flicked out to lick across the seam of Clark's lips. His mouth opened for Lex slightly and suddenly their tongues were touching, Clark still a bit hesitant, but actively participating in the kiss.

Lex took control, pulling out every trick he knew, teasing at Clark's mouth and tongue with his own, pressing as close to him as possible without leaving his chair. He felt Clark's hand caressing the back of his skull, fingertips lightly grazing the surface, and Lex had to moan. He pulled away from Clark, ending the kiss with a gentle peck on the lips before sitting back in his seat. He grabbed the pillow Chloe had thrown at him earlier and casually sat it in his lap. No use in advertising the effect that had on him. 

"Wow." It was said quietly, but Lex heard it in stereo since both teens said it together. In a way it stroked his ego, knowing that a simple kiss could impress them that much. Although 'stroked' was not a word he needed running through his head at the moment. He readjusted the pillow in his lap and finished off his drink. He contemplated another, but that would mean standing up and walking to the bar, something he wasn't ready to do just yet. 

"That was…I mean…Wow. That was incredibly hot!" Chloe gushed, practically crawling into Clark's lap as he took his seat on the couch again. "Can I do it, too?" It was amazing that she could manage to sound like a five-year-old on Christmas morning while asking about kissing. Lex saw Clark shrug slightly and lean towards Chloe, but he was stopped by her hand on his chest. "No, I meant kiss Lex. I can kiss you anytime," she stated as if it was the most obvious thing in the world.

Pulling her onto his lap, Clark leaned her over his arm and kissed her thoroughly. Or at least tried to. Lex could only imagine how hard it would be to kiss a satin-clad girl giggling and squirming all over your lap the way Chloe was. He released her shortly, the kiss really more theatrical than passionate, then had to grab for her again as the slick texture of her clothing almost made her slide off his lap and onto the floor. Very carefully, he lifted her into the seat beside him, her legs still draped over his lap.

"I believe it's my turn again in this little game. Truth or dare, Lex?" Clark asked with a twinkle in his eye. 

There was a challenge in Clark's eyes that Lex couldn't pass up. Maybe he was simply imagining it, or maybe it was something that he just really wished was there. Regardless, Lex found himself saying, "Dare."

Clark looked a bit surprised by Lex's response, making Lex want to quickly change his mind, but it was too late. He could see the wheels turning in Clark's head, and knew that his sweet, innocent, farm-boy best friend was going to come up with something...interesting. 

"Show us porn."

Lex coughed for a second and then decided, erection or not, he was getting up to get another drink. He shook his head as he filled his glass, trying to get whatever had fallen loose in his brain back into place. He could swear that Clark had just asked him to show porn in his house. Clearly Clark thought it would be possible for the three of them to watch porn together without Lex pouncing on his two guests. He didn't think Clark and Chloe were at a point in their life where a threesome was a good idea. Of course, they could pounce on each other. Though Lex did have voyeuristic tendencies, this was one case where he didn't think he'd simply be able to watch and enjoy. It was so rare finding two such beautiful people he could be simultaneously naked with. 

And now Clark was suggesting them watching porn together, believing nothing would happen if they did. Ah, to be young and naïve again. Lex filled his glass again, was this his seventh?, and grabbed two bottles of water. He filled Clark and Chloe's drinks one last time and brought both the drinks and the water bottles over to the group. Placing the water bottles on the table, he handed the teens their final drink of the evening and then sat down to nurse his drink. When he looked up from the amber liquid in his glass, he found two pairs of eyes looking back at him. He raised his eyebrows at them, drawling out "Yes?"

"Well?" Clark asked anxiously. "Are you going to show us?" Chloe had scooted closer to Clark, her ass pressed up against his thighs, legs still in his lap, toes kneading at the couch in excitement. Well, he assumed it was excitement. It also could have been the position of Clark's grasping hands on her thighs. He wasn't even sure if Clark realized what he was doing. 

Bringing his drink away from his lips, he regarded his friends, eagerly awaiting a positive response from him. He was almost tempted to give them a warning. Something like "I will not be responsible for my actions after viewing porn with the two of you." However, he thought, at this point, that even that wouldn't stop them. Deciding not to say anything at all, he grabbed the remote and flipped on the Spice channel. If it was porn they wanted, it was porn they were going to get.

As the picture filled the big screen, Lex saw that they were at the beginning of a scene. Probably fortunate, since he doubted either teen had ever seen porn before. If they would have started in the middle, when the hard pounding action was going on, he was sure it would have blown both their minds. As it was, they were watching a bleached blonde woman with extremely large, fake breasts, gyrate around topless in a thong. Her routine led her over to a rather beefed up, dark haired guy and suddenly, she was squatting over him, continuing to gyrate as she did.

Lex glanced away from the screen and saw that Chloe was now chewing on one of her fingers. Clark's hand was still somewhere in her lap, though from this angle, Lex couldn't tell where, exactly. Lex could tell that something on the screen had changed when he saw Chloe's eyes go wide. She looked like something out of a cartoon as she stared at the television. As Lex turned back to watch, he realized why.

"Boobs" was now down on her knees in front of "Buff", whose pants had already been unzipped and whose cock was out and being stroked by the large-chested blonde. 

He glanced back to his friends on the couch and held back a laugh. Chloe had a look of shock and horror on her face, her hand that had previously been in her mouth now having sneaked up to half cover her eyes. Clark, on the other hand, was watching with an intense interest and hungry look. With one hand still somewhere in Chloe's lap, his other was sneaking up his own thigh, so high up now that it was almost to his hip.

"Boobs" was really into it now, working the cock in her mouth like the pro that she was. She scattered kisses all up and down the length, licking up and down to avoid friction as she began stroking the base. Then she dove right in, practically inhaling the thing as her lips touched her still stroking hand. 

Ah, the memories. Damn, how long had it been she since he had done, or experienced, that? Too long if he couldn't remember. He looked over at Clark again, wondering if there would be any objections to him walking over to where Clark sat and just unzipping him? Real life porn has to be better than watching it right? He had a sneaking feeling the idea wouldn't go over too well. 

"Oh my…" he looked up and saw Chloe now had both hands up on her face, trying not to cover her eyes, but failing miserably. It was like she was watching a car accident, not waiting to look and yet still compelled to do so. "Buff" was now in perfect pounding position. "Boobs" had her legs up at an almost unnatural angle giving a clear view of all she had to offer. "Okay, I think that's…OFF! Turn it off!"

Laughing, Lex clicked the TV off just as "Buff" made his first thrust. Looking over, he saw Chloe had buried her head in Clark's shoulder. Clark had removed his hand from her lap and was absently rubbing her leg in a manner that was a combination of soothing and erotic. His other hand was lightly grasping his erection. Lex wondered if Clark even realized he was doing that. When Clark's eyes looked up into Lex's, the older man gave a small little nod to Clark's crotch, causing Clark to flush and quickly pull his hand away.

"So, not exactly what you expected, I take it?" Lex asked calmly even though he too was trying his best not to let the effects of the movie, hell, the evening in general, be obvious to his guests.

Clark looked up at him and hesitantly answered, "Umm…I, uh, was actually thinking something more along the lines of Playboy, or…something. Maybe a bit more two dimensional than…"

"Stereo surround sound and crotch on a seventy-two inch screen?" Chloe added, lifted her head so she was no longer hiding, but still leaning against Clark. "Maybe a bit more warning in the future?"

Lex smirked at her, "Next time I show half-drunk, under-aged kids porn in my house, I'll be sure to give adequate warning." He really hadn't thought Clark was referring to anything as tame as Playboy. When Lex thought "porn", Playboy didn't even make his list. Playboy was reading material with good pictures and humorous jokes. It definitely wasn't porn, at least not to a true porn aficionado. Of course Clark had no porn experience, so perhaps to him Playboy would be considered as such. It was a rather moot point now. 

"You realize that if I wasn't dared to show you porn, this little mix up never would have happen. And it now occurs to me that it is my turn in this little game. Chloe, truth or dare? And take into account the last truth question you received from me when making your decision." 

"Dare," the somewhat intoxicated girl replied, challenge gleaming playfully in her eyes. It was so nice when people did exactly what Lex wanted them to. 

"It occurs to me," Lex began with a smile, "that you have gotten off pretty easy in this little game. A game that you began, I might add. Not quite fair now is it?"

Chloe's eyes narrowed as she looked at him with suspicion. "What's the dare?" She had shifted her position so she was now sitting upright, her legs in front of her, facing Lex.

The part of Lex's brain that wasn't currently enjoying the effects of superior quality bourbon was trying to tell him not to say his next words. Not only was what he thinking a bad idea, he wasn't sure if his friend Clark would love the idea or strangle him for it. The sober part of him was also questioning his motives. Unfortunately, more of his brain was intoxicated than sober so intoxication won. 

"I dare you to do a strip tease for our good friend Clark and myself," Lex said with his most charming smile. His sober brain reminded him to check Clark's reaction to his dare and it happily noted that Clark was smiling encouragingly. As if there was any doubt about the teen wanting to see a little flesh.

"There is no way I'm going to dance around butt-naked for you two. Sorry, Luthor. No go," Chloe had her arms crossed over her chest defensively, shaking her head at him.

"Not butt-naked," he replied evenly. "You can take off whatever you feel comfortable with. I mean, that shirt alone is big enough to be a dress. You are wearing something under those pj's, aren't you?" 

"C'mon, Chloe," Clark cajoled. "We've seen you in less. That bikini alone was smaller than just about anything you could be wearing under your clothes." He poked her lightly in the ribs, making her squeak out a sound that was a combination of laughter and annoyance.

"Don't poke!" She swatted at his hands and he tried his best to continue poking, finally forcing her to stand up to escape his questing fingers. From her stance in front of them she continued her diatribe. "You may have seen me in that bikini but a) it was not like I choose to be in it. I didn't really have a choice. And 2) I wasn't dancing around in it for your viewing pleasure." 

"Yes, but we would have like it better if you were," Clark said right before bursting out into, kid you not, giggles. It was very odd for Lex to see such a big, burly man-child giggling so much that he actually feel over on the couch holding his sides. Clark was more drunk than he had let on. No more drinking for these two tonight unless they were drinking from Ty-Nant bottles.

"You really think I should do some kind of misogynistic, female exploding…no, exploiting," she corrected herself, "sex dance for the two of you?"

Lex looked over at Clark, who had righted himself and was now looking back at him. Their eyes made contact and they both shrugged, answering simultaneously, "Yes."

Chloe sighed, throwing her arms…well, her arm and her cast, into the air before looking back at them. "Okay," she replied simply, as if she hadn't been arguing vehemently against it just a moment before. Walking over to the entertainment center, she squealed in delight as she found an appropriate CD. She turned back to the boys saying, "I need to go get some stuff. Stay here," much like you would to a small child, before she left the room. 

Lex was beginning to wonder what she was up to or if she even knew where she was going. His concerns were justified a minute later when he heard a clatter followed by, "Shoot. I'm okay. Be right there," from his hallway. Lex could only guess as to what she was doing and what she had possibly broken while doing it.

The door crashed open after another minute, Chloe grabbed at it quickly, trying not to giggle as she did. She was now wearing even more clothing than she had on originally, having donned one of Lex's long dress coats, though only her good arm was through the sleeve, and a hat. He didn't even know where the hat had come from, since he didn't recall owning any. It wouldn't really surprise him though. There was so much stuff in his house, he could believe a hat had made its way in at some point.

"You realize that you just put on more clothing?" Lex asked with a raised eyebrow as Chloe fiddled with his CD player. 

"Yup."

"You know you're supposed to be taking stuff off, right Chlo?" Clark asked, sounding almost concerned that maybe she had misunderstood what she was supposed to be doing.

"Hold you cows, farm boy," she replied, bursting into another round of giggles at her apparent wit. 

As she hit the play button on the stereo, Lex suddenly understood her choice of wardrobe. The song "You Can Leave Your Hat On" slowly began filling the room. There was more giggling than dancing as the song got underway. Giggling and swaying hips, which somehow worked together when Chloe did it. 

As the lyrics started, Chloe followed each, almost as though they were instructions. As Tom Jones sang about taking off her jacket, Chloe did just that. Thrusting it open with a theatrical style Lex didn't quite expect. She even did it "real slow" as Mr. Jones requested, letting her hands skim her breasts as she pulled it off and dropped it behind her. 

When the next lyric came on, telling her to take of her shoes, she had a moment of panic, before giving the boys a shrug and simply spinning in a drunken circle, almost loosing her balance at the end. Her thumbs tucked into the elastic waistband of her pants, sliding and lowering the material to her hips as the song asked her to take off her dress. She stopped her motion just before the pants dipped below her backside, looking up at the guys for confirmation of their removal. Clark nodded dumbly, entranced by her motions. Lex simply raised his eyebrows in invitation.

In one motion she bent in half at the waist, yanking the pants to her feet as she went. She removed one leg and kicked the pants towards Lex with the other. While Tom went on to sing the chorus, Chloe sauntered over to Lex, picking up the pants that had ended up hitting him in the face and sliding them over his head. She moved behind the chair, hands sliding along his shoulders as she did, and ran her hands down the length of Lex's chest. When she had reached as far as she could, stopping at the waistband to Lex's pants, she placed a loud, sloppy, wet kiss on the top of his head. 

Lex let out a drunken chuckle as she moved back to face the boys. Clark made a noise that Lex interpreted to be "what about me" and Chloe threw him a smile over her shoulder. She continued her process of following lyrical instruction, flipping on a lamp and then standing up on the coffee table. Her arms went up in the arm when she was supposed to raise them and she shook around like a 60's go-go dancer when asked to "shake 'em". 

The next chorus came up, giving Chloe more time for hip gyrations. The song had no more instructions for her to follow, so from here on out, Chloe was on her own. She brought her good arm down and ran her fingertips under her shirt collar. Catching the top button between her fingers, she locked gazes with Clark and proceeded to work it free, opening an inch or so of her shirt. Then she spun around, presenting them with her backside, which she wiggled seductively as she bent at the waist. 

Lex was beginning to think she was getting the hang of this when she burst out laughing again. Oddly, he thought it was rather adorable that she could laugh while stripping. Continuing in her playful way, she went over to Clark, leaning down with her hands on his knees and giving him a clear view down her shirt. She pressed closer to him, darting her tongue across his lips and then pulling back before he could react. 

With a teasing smile, she turned back to Lex, propping one leg on his chair before leaning down to run her hands slowly up to her hip, giving him a rather clear view of white panties and…well, things he probably shouldn't be looking at. Chloe reached down, placing her hand under his chin and bringing his eyes back up to hers before freeing two more buttons on her shirt. The bra she had on was now visible through her open shirt and was also virginal white. 

Lex looked over to Clark, and saw the young man reach out and grab Chloe by her hips, pulling her onto his lap. Laughing, she brought her good arm up and wrapped it around his neck, turning her head to place a kiss similar to the one she gave Lex on his cheek. With her other arm, she took his hand and slid it down her bare chest, between the ends of her shirt. She brought his hand down to the two remaining buttons and then released it, letting him decide what to do next.

The sudden shift from playful striptease to serious seduction made Lex shift in his seat. Chloe had definitely gotten the hang of this. Clark flicked open the remaining buttons on Chloe's shirt as she arched her back, thrusting her breasts into the air. Lex tried to turn away from the 'private show', but he found himself drawn in by the look on Clark's face. The boy oozed sex. Feeling very much like a voyeur, he shifted his focus from Chloe to Clark, watching his friend's reactions. It seemed like they had forgotten Lex was even in the room.

Clark ran his hands up Chloe's taut stomach and cupped her breasts, pressing them together, as she continued to move on his lap. Though Chloe was rather busty, Lex would guess a C cup, Clark's large hands practically covered her breasts completely. He slid his hands back down her body to her thighs where he squeezed, fingers sliding down so they were between her thighs. Which was obviously, if Chloe's reaction was any gauge, more than he had dared before.

Chloe pushed herself up off him, giving Lex of full view of her in her partially nude state. He smiled as he realized that white cotton was almost see through. However, the song was almost over. She quickly turned back to Clark, ruining Lex's view, and straddled over his thighs. Lex could see his hands slip under her shirt, coming around to circle her back, holding her in place. She slithered closer and as the song ended, picked up the hat that was still on her head and placed it on Clark's. She nuzzled her face against his and Lex saw something inside Clark just… shatter. 

Before Lex realized what was happening, Clark's lips were locked on Chloe's in a ferocious kiss. They were pressed so tightly together, Lex could hardly tell where one stopped and the other began. He cleared his throat, hoping to get their attention. When that didn't work, he said teasingly, "Okay, you two, break it up."

Whether they didn't hear or didn't care, Lex wasn't sure. But when Clark flipped them and pressed Chloe down into the couch under him, Lex knew it was time for action. Standing quickly, he grabbed a Ty-Nant bottle and held it directly above the duo. In a clear loud voice he told them, "I would hate to ruin that couch, but you two are 5 seconds away from being hosed down."

Apparently that got their attention. Clark pulled back and Lex witnessed the boy physically shake himself out of whatever trance he had been in. Quickly pulling Chloe's shirt together, he sat up on the couch, muttering an apology as he did. 

Chloe still looked rather dazed, but with Clark's help managed to sit up looking rather sheepish. "It was your dare," she said quietly, trying to place the blame on Lex, and really, that's probably where it belonged. He didn't honestly think either of them minded the situation they currently found themselves in. In fact, both teens were fighting to hold back laughter. Lex saw Clark lift his finger to poke Chloe again, causing her to giggle and Lex to give them an exacerbated look. Ah, to be young again.

Running a hand over his head once again, he handed both teens a bottle of water. "Drink that. Then you're going to bed."

He saw the look they shared accompanied by a small smile and decided to clarify. "To separate beds. Separate rooms. Don't get any ideas. There will be no drunken, under-aged sex in my house."

He sighed as the two gave him a solemn look, nodding their heads in agreement, before fighting back another round of laughter. Walking around his desk, he pulled out a bottle of aspirin, taking two before tossing them to Clark. "Two each. Along with the water, and a second bottle you can take to your rooms, it should prevent hangover."

"And if anyone knows about indulging too much, it would be you, right Lex?" Clark teased. 

Lex decided not to answer that. He wasn't sure if the teen would appreciate how much Lex had indulged in the past. If he only knew. A year ago a night like this would have ended in a naked tangle of limbs in his bed. And yes, he knew from experience his bed fit three. Of course, tonight, he would be going to it alone. He looked over at the teens one last time, reminding himself he was doing the right thing by stopping things where he had. At least this way, they wouldn't be too mortified by their actions in the morning.

A smile spread across Lex's face as he realized that he would now be able to make that lovely blush appear on Clark's face anytime he wished. All he had to do was remind him of his behavior tonight.

At least he had figured out what was between them. Hell, he had gotten a first hand account of it.

He looked over to where the two friends sat. Chloe was leaning back against the couch, playing with the hair on Clark's neck as she drank. Clark was tracing patterns on her thigh with his blunt nails. They looked…content. Happy, even. Lex decided that he would no longer push the cheerleader at Clark. Chloe was by far a better choice for his friend than Lana anyway. It was time for Clark to wake up and see the half-naked girl he already had, instead of wishing for a girl he didn't really want. 

Finishing her bottle, Chloe yawned and stretched. A motion that made her realize that her top was still unbuttoned. She tried to close the top with her good hand, but wasn't having a lot of luck. Clark reached over, smiling, and closed each button for her. He then sat back, pulling her over so his arm was around her shoulder and her head was leaning on him. In that moment, Lex realized what he needed to do.

Lex vowed that he would see these two together. Clark just needed a little push. And if Clark needed a push in any direction, then that direction was towards the reporter. After all, if he wasn't getting any in this god-forsaken town, someone should be.


	5. The Morning After

Notes: This part is back to the Chlarky goodness. They're being naughty. You've been warned.

Also, I know in the real world we have Icky things to deal with, but this is fic. Just a heads-up. You won't see morning breath or the need to pee while in the middle of making out and Chloe's not going to be getting her period at a point when Clark wants to make out. That's why this is fanfic and not real life. Other than that, I tried to keep it realistic. Follows directly after the last part.

Feedback is always a plus.

  
  


Clark was wide-awake. He had been lying in the room Lex had assigned him to for about an hour and apparently, sleep was not coming anytime soon. He rolled onto his back, staring up at the ceiling in the darkness. More than anything, he wanted to get up and do something. Something like sneaking into Chloe's room to see if she was awake. With everything that had happened between them tonight, Clark had a feeling she wouldn't mind too much if he did pay her a visit. Maybe then he could fall asleep. Just a few more kisses, maybe some touching…he groaned, swinging his legs to the side of the bed and sitting up. This wasn't, perhaps, the best idea he'd ever had, but he was awake and he was...horny.   
  
God that sounded awful. He was sneaking into his best friend's room because he was horny. He didn't know what exactly he expected her to do about that, but he figured it couldn't hurt to see. After all, she had to be a little bit excited by what had taken place earlier that evening, right? There was no way she could have been writhing around on his lap, having him kiss and touch her, and not be affected. Clark thought back to that old joke "What's the difference between light and hard? You can sleep with a light on." It was certainly apropos to his situation. Standing quickly, he walked to the door, checked to make sure it was clear, and then slipped off to the room Chloe was in.   
  
He opened the door as quietly as possible, just far enough for his body to ease through, and closed it just as gently. He padded across the room to the bed. Chloe was lying on her side facing away from him. The bed sheets were thrown carelessly across her hips, partially covering one leg. Lex's sleep shirt, which she was still wearing, had ridden up and Clark had a clear view of the curve of her backside and long smooth leg. Lifting the sheet, he pulled it over the lower half of her body and slid into bed beside her. She shifted into him as he pulled her body back into his, pressing his length against her back. He heard her moan softly as she wriggled against him, situating their bodies together like spoons in a drawer.  
  
Clark's hand came to rest against her lower stomach, rubbing slow circles there as he placed kisses on the back of her neck. She tilted her head forward a bit and made a noise that sounded like...a snore? Lifting himself up onto his elbow, Clark looked down into her face and saw that her eyes were closed.  

  
"Chloe?" he asked gently, almost a whisper in her ear as his lips lightly touched the lobe. He didn't get a response. "Chloe," this time he said it a bit louder, his hand rubbed over her hip as he continued to place kisses on the side of her neck. His hand slid up her hip and ran into the side of her white cotton panties, making Clark groan.   
  


"Chlo, are you awake?" he asked again, rubbing his face against her hair, his hand sneaking under her shirt as it glided back to her stomach. The skin there was so warm and soft.   
  
"God, Chloe, please be awake?" he didn't mean it as a question, but he realized that if she wasn't awake, then he was just some horny, perverted kid feeling up his best friend while she slept. When he got no response, he closed his eyes, took a deep breath and let it out slowly. Removing his hand from under her shirt, he rested it against her stomach. Burying his face in her hair, he inhaled her scent deeply and willed himself to go to sleep. Maybe this was enough. Just being here, having her warm body pressed up against him. 

  
She made another little sound in the back of her throat, her good hand covering his where it lay on her stomach and pulling him closer. He sighed, settling in for the night. This would have to be enough. He wasn't going to wake her from a peaceful sleep just to fulfill his more base urges. He was content knowing that he would wake up tomorrow morning with her in his arms.

***

Clark woke to the feel of sun of his face, something warm across his body, and an itchy nose. Lifting his hand to scratch his nose, he realized that the itch was coming from Chloe's hair, the warmth from her body stretched on top of him. Apparently they had shifted while sleeping. Her arm was wrapped around his waist, her leg thrown over his and her head resting on his shoulder. If he tilted his head slightly, he could see her face, peaceful and relaxed in sleep. The sun caught her golden hair, giving her the appearance of a halo. Chloe was beautiful in her sleep.

She had one strand of hair falling across her eyes and Clark couldn't help himself as he reached out to smooth it away. In her sleep, all of Chloe's features relaxed. Her long eyelashes brushed against her cheeks, which were slightly flushed from sleep. She looked peaceful.

Not that she wasn't always beautiful; this was just a different kind of beauty.  Chloe was normally pretty in that very fun-loving, wise-cracking, bundle of energy way. Except for right now.

And, of course, last night.

Wow. Last night Chloe had danced around seductively, half-naked for him. Well, for him and Lex, but honestly, by the end of the dance, he had pretty much forgotten Lex was even there. Last night, Chloe wasn't just beautiful; she was hot. Hot and sexy and enticing in a way that he probably shouldn't be thinking about with her scantily clad body draped over him. 

Geez, they had been really drunk last night. They had done some stupid things. Clark had kissed Chloe in front of Lex. Heck, he had kissed Lex! And they had watched that video with the thrusting and nudity and that woman just…inhaling that guy's…with her lips and her hand working up and down… then that thing with her tongue…Wow.

Deep breaths, Clark. Deep, calming breaths. 

He had actually watched that with Lex and Chloe. He had been secretly wondering if he would ever be doing anything like that with her. How long would it take in their little exploration before they got to anything like that? Dang, he really shouldn't be thinking about this kind of stuff with a warm, soft body draped over him. 

When did he become so preoccupied with sex? Was it just a combination of the previous night's activities and the way he woke up this morning ganging up against him and turning him into a typically horny teenaged boy? 

Chloe shifted on top of him, dragging her leg against his crotch as she did. Okay, maybe it was just the fact that he currently had sex on the brain and a lithe, young body pressed against him. His brain began shouting that maybe instead of analyzing all of this, he should act on it.

Before he could decide if that was a wise course of action, his brain took control of his body, making the decision for him. His right hand began stroking up and down her back, while his left reached down to the thigh on his lap, resting lightly on it.

Chloe's hand slid along his chest, her cheek rubbing against him as she murmured "Clark," happily. Clark smiled and lifted his head to place a kiss on top of her forehead. Her body stiffened infinitesimally, but it was enough for Clark to feel it. 

"Clark?" This time her voice sounded more confused than anything else.

"Good morning," he replied softly, his hand still gliding up and down her back in long even strokes.

"Umm…morning," she replied, still somewhat confused and sleepy. They were both silent for a moment before Chloe cleared her throat to ask, "Did I fall asleep with you in my bed? Because I don't remember that." 

Clark chuckled, shifting a bit so he could better see her face. "Well, you were pretty drunk last night…" he teased.

"Oh my God, Clark! What did we do?" she asked, her hand going up to cover her mouth in shock.

"You really don't remember?" he asked, hoping his expression of false hurt was believable.

She just shook her head, her eyes as big as dinner plates as she looked at him in something close to horror.

"Oh," he said in the smallest voice he could manage, pausing so as not to laugh. "I thought it was…well, I thought last night was something special and not only can't you remember, but you look horrified."

"I'm not horrified. If anything I'm horrified I can't remember. I'm…I'm sure that whatever we did…together…was something that I would like to have…well."

Though it was cute to watch her stutter, Clark couldn't hold in his laughter any longer. He began to snicker uncontrollably and Chloe instantly knew something was up.

"Nothing happened last night, did it?" she accused with a poke to his chest.

He controlled himself long enough to respond with, "Well, you did that half naked dance in front of Lex."

"I still can't believe I did that," she responded, a blush creeping up into her cheeks. However she was determined to get her answer. "I was referring to anything that may have happened in this room."

"Nothing happened in here, Chloe," he reassured. "Though I would like to remind you that you told Lex you think about his head rubbing all over your body." He couldn't help but remind her of some of the truths she'd revealed last night. What are friends for if not to tease you mercilessly about your transgressions?

"And you had your tongue shoved down his throat," she replied, even as a blush spread across her cheeks.  Evidently Chloe believed that it was a friend's job to tease as well. "Not that I mind," she began on a new thought process, "but why are you in my bed?"

"Oh!" Well now, what was he going to say to that? I was turned on and hoping you were awake? Somehow he didn't think that would cut it. "Well…I was awake and…"

"Aroused?"

And the blood rushing to his face must have visibly deepened his blush because suddenly Chloe smiled slyly at him.

"That's it isn't it? You just couldn't keep yourself away from my sexy body, could you?" she teased as Clark tried to hide his uncomfortable smile. "Admit it, Clark. Just couldn't stay away from the wonder that is me."

He carefully thought over his options and chose what seemed like the best one. Tilting up, he pressed his lips to hers. His tongue tickled the seam of her lips, sighing in pleasure as her lips parted beneath his. She tasted sweet and warm and amazing. Clark could kiss her like this for hours.  Chloe pulled away just a bit to place a brief kiss on his lips before moving to scatter kisses along his face. His eyes drifted closed as he allowed himself to enjoy the attention.

"Clark?" He felt the word more than heard it as her breath puffed over his cheek.

"Mmm?" was the only response he could formulate.

"You were going to tell me something." Her kisses had trailed down to his neck and she took a moment to suck deeply at the flesh right under his jaw.

"Hmm?" Honestly, with her kissing him like she was, he had no idea what she was talking about. He was surprised that he could respond as well as he had.

"Something about how wonderful I am." At that moment, her thigh rubbed slowly against his erection. He thought perhaps it was accidental until he realized that she was still using her thigh to stroke him carefully. Clark groaned as she nibbled the spot on his neck that she had been suckling.

"Clark?" When he didn't respond to her question, she pulled her lips away from him, her thigh stopping its' stimulating rhythm across his groin. His eyes popped open and he looked at her, confused.

"What…Why did you…?" he asked, trying to figure out what has caused her to stop the wonderful things she was doing.

"You were going to tell me something."

"Was I?" he reached over to pull her back to him, causing her to laugh as his lips covered hers once more.

"About how wonderful I am, I believe," she continued with a giggle and a playful kiss.

"Fantastic," he placed a kiss against her lips. "Extraordinary," the next kisses landed on each of her cheeks. "Amazing," his lips caught the soft skin of her neck, nibbling the tender flesh. "Unbelievable," and fortunately for his vocabulary, that was sufficient, because Chloe began to kiss him again with renewed vigor, her tongue seeking out his. Her hand stroked along his bare chest as his snuck to her backside, bringing their lower halves in closer contact.

Chloe pulled away from his mouth to once again scatter kisses along his neck before moving her way down to his chest. His hands buried in her hair as her lips latched onto a nipple, her hand playing along his abs. Smiling up at him, Chloe lifted her head slightly and flicked her tongue over the puckered nub then blew gently on the flesh. 

"What were you hoping would happen when you snuck in here last night?" her hand moved lower, rubbing teasing circles over his hipbone.

"Uh…something like this, actually," he answered with a grin.

"Maybe even a little more?" her teeth bit down on his nipple as her hand skimmed over his boxer clad erection. 

"Yesss," he hissed as her hand closed around him. 

Her hand began to stroke up and down the length, fabric sliding along him as she did. Moving down from his nipples, she placed hot, wet, open-mouthed kisses down his chest. Her tongue slid over each of his abs as her hand continued its motion.  

Clark shifted into her grip. The motion caused the head of his penis to slip through the fly of his boxers. The shock of Chloe's hand on his bare flesh made Clark groan her name, and thrust up slightly into her hand. Her hand quickly pulled away and Clark was petrified that he had gone too far, or reacted too strongly to the sensations she created. 

Just as he was about to apologize, he felt her hand tugging at the waistband of his boxers, easing them down his sides.  She was having difficulty getting the elastic over his erection. It made sense since she only had one hand to use and, to the best of Clark's knowledge, had never done this before.

"Clark?" she groaned in frustration, looking up at him with pleading eyes and her lip caught between her teeth. "Please?" she gave his boxers another tug so there was no question in his mind what she was asking for.

Reaching down, he tucked his thumbs under the fabric. Chloe sat up on the bed, giving him room to move while keeping her eyes locked on the movement of his hands. He took a deep breath, closing his eyes for courage and then pulled the boxers away from his body, slipping them down to the top of his thighs.  It was the first time he had ever been naked, for the most part, in front of a woman. Keeping his eyes closed, he waited for Chloe's response.

And waited. And then waited some more. 

Clark began to freak out just a bit when nothing happened. What if something were wrong? Maybe she hadn't wanted him to do what he did and now she was mortified or embarrassed or…Clark opened his eyes.

Chloe was staring in fascination at him. Her eyes were open so wide that she looked like a cartoon character, her jaw hanging open slightly before she quickly licked her lips. Of course seeing Chloe's tongue dart across her lips while she was gazing at his dick made Clark's brain jump forward about three steps and imagine her open mouth on him. He couldn't prevent the groan that escaped him at the thought.

Chloe turned to look at him sharply as he groaned. It seemed to jar her out of her stupor because the next thing he heard was her voice. "I…Sorry to sound cliché, Clark, but you're really…big," she said with quiet wonder lacing through her voice.

Really, was there even a guy in existence who didn't like hearing that? "I'm… proportionate. I mean, for my size," he replied, though he had a sneaking suspicion he was a bit on the large size. He hadn't really asked any of his friends to show him and compare.

"Yeah, but the rest of you is huge, too."

Huge was a nice word when talking about one's anatomy, Clark decided.  Her hand was slowly working its' way towards the anatomy in question, making Clark realize that perhaps the playful banter was helping to relax her a bit. It certainly was helping him. 

"I guess you'd be the expert," he taunted sarcastically, "seeing as you have so much experience to compare…oh, God." He lost his ability to speak as her small hand wrapped around his naked flesh. She stroked him tentatively, just sliding the foreskin up and down lightly. It would almost tickle if it didn't feel so damn good. With each delicate stroke, Clark's muscles tensed just a bit more. He fought to keep his eyes open, watching Chloe's face as she watched her hand move on him.

She kept her hand moving in that same slow, delicate motion, her grip almost maddeningly gentle. When her fingers grazed over the head of his penis sending tingles shooting down his spine, Clark sat up quickly, pulling Chloe to him.  His lips locked over hers, tongue plunging into her mouth as he pulled her body against him. After a moment, he pulled away, leaned his head against hers, and breathed deeply. Then he scattered kisses over her face.

He moved steadily down her throat, unbuttoning her shirt as he placed kisses along her collarbone. His hands reached into her shirt, cupping her breasts, thumbs rubbing along the puckered flesh of her nipples.  Chloe's back arched into his touch, her shirt falling open as she reached up, putting her hands on his shoulders for balance. 

This was the first time Clark had gotten to touch her bare breasts. The skin was so soft, but they felt heavy in his hands. He lifted them slightly, his forefinger and thumb squeezing the nipples just a bit. Chloe made some noise he had never heard before, though his brain was quick to classify it as a good sound. Looking down at the globes in his hands, Clark couldn't control his desire to take one of the dark pink buds into his mouth.

As he leaned forward, to bring his lips closer to his goal, he was reminded of his nudity. That reminder came to him as his naked dick slid across the skin of Chloe's inner thigh. They gasped in unison, each freezing in their movements. Their eyes locked, and for a moment Clark didn't know what to do. Had he gone too far? He hoped he didn't freak her out, but he really didn't want to stop what they were doing. 

Fortunately, Chloe took matters into her own hands, quite literally. Reaching down, she once again wrapped her hand around Clark's erection. With her other arm, she pushed on his shoulder until he was lying back on the bed again. The hand on his erection remained still as she laid down beside him, leaning on her casted arm to look him in the eyes.

"Show me how to do this, Clark." Leaning over, she took his earlobe between her teeth whispering, "I want to make you feel good," in his ear as her hand stroked up the length of him.  Her grip remained light, still teasing unintentionally.

Turning his head so his lips could find hers, he kissed her soundly, and then moved his large hand down to cover hers. Tightening their grip, he started with one long, slow stroke from the base up to the tip, twisting slightly before going back down.  He kept their grip firm, but not tight, the strokes even and slow. She soon caught his rhythm. Her fingers grazed lightly over the head every couple of strokes, causing Clark to suck in a breath at the sensation. 

Throughout Clark's demonstration, they continued to kiss, tongues meeting in delicate exploration. As soon as it seemed Chloe was comfortable without his guidance, his hand left hers, heading back up to her breast.  After a moment of reacquainting himself with their size and weight, his fingertips found her nipples, nails lightly scraping over them. 

He must have caught Chloe by surprise because her grip tightened just as it reached the head of his penis causing him to gasp into her mouth.

"Did I hurt you?" she asked nervously, her hand stopping its' motion. 

Clark thrust up towards her slightly, shaking his head in negation. "Don't stop, Chlo, please," and yes, his voice really did come out as desperate as he felt. 

Apparently that was enough reassurance, because her hand quickly continued its' motion, her grip tensing slightly towards the head as her fingers trailed along the sensitive flesh. Clark squeezed his eyes shut, his head falling back into the pillow. Her hand felt different than his; smaller, softer, more tentative, but somehow more exciting.  The feel of her body pressed along his side, her breast rubbing his chest, her lips latched onto his throat, all added to the excitement, too. 

His hips began to thrust up into her hand, speeding her rhythm up to join his as he felt himself getting closer to the edge. Chloe's lips had moved down his neck to his chest, lightly tonguing his nipples. Clark had one hand tangled in the sheets beside him. With his other, he reached over and interlaced his fingers with Chloe's where they were sticking out from her cast. His thumb began a rubbing motion along the edge of her cast, just under the lip of the plaster on the top of her palm. 

She continued down his body with open mouthed kisses and occasional nips, her hand never stopping its' movement.  Soon, she was kissing the line of his hipbone and Clark forced his eyes to open so he could watch her. Their eyes met and she gave him a little smile, before nuzzling her cheek against his upper thigh, mouth open just enough to for him to feel the heat and warmth of her lips on him. 

He wasn't sure how much longer he could hold out, but he also was afraid to let go. He wasn't quite sure if Chloe realized just how good she was making him feel. "Chloe," he groaned her name, hoping she'd somehow understand what he was trying to say.

She simply gave him another one of those smiles before placing another kiss on his inner thigh, barely an inch away from his dick. Clark stopped breathing. Their gazes met, and slowly, never breaking eye contact, she lowered her mouth to the tip of his erection. 

The kiss she placed there could have been described as chaste if it were anywhere else on his body. Her lips remained closed, with only the slightest suction. 

It felt like flame engulfing him. 

His breath came back in a gasp, his hips arching towards her. Pleasure blasted through his body like a freight train, running down his spine and directly to the place where her lips had just been. When he finally regained his senses, it was to realize that her lips were still placing those tender kisses along his shaft. Her lips were parted just enough for him to feel the tip of her tongue as she applied light suction with each press of her lips. 

"Chloe, you have to…" he somehow couldn't bring himself to tell her to stop, though he thought should give her some kind of warning.  "God, Chlo, I'm gonna…" Please god let her understand what he was trying to say.

She lifted her head, but her hand continued. "I want to you to. I want to see it."

And then she lowered her parted lips to the head of his penis and his world shattered. 

The second Clark felt her lips lift off of him, he let his control slip away, his climax sweeping through his body almost violently. Every muscle in his body tightened, his stomach clenching as his release poured from him.  He vaguely acknowledged that fact that Chloe's hand was still stroking him, only stopping as his body began to relax. 

He had never felt anything quite as exhilarating as the feelings he had just experienced; not running through the fields for the first time so fast that the entire world became a blur, not lifting several tons of steel, nothing compared to this.

Some part of his brain registered the bed shifting beneath him, but he couldn't seem to make his body move just yet. After a moment, he heard water running and realized the shift in the bed had been Chloe getting up. He had probably made quite a mess. Really, he should go clean up. He was going to do that the second he could feel his legs again.

He must have drifted off for a moment, because he didn't recall Chloe coming back into the room, and yet there was something warm and wet gently rubbing across his stomach and down his thighs. When he finally convinced his eyes to open, he saw Chloe leaning over him, washcloth in hand, wiping away the mess he had made. 

He took the cloth from her, using it on his more sensitive areas before pulling his boxers back up over his hips. He flung the washcloth in the general direction of the bathroom, then rolled over, and wrapped his arms around Chloe's satin clad body. Clark had just enough self awareness left to accept the fact that he was grinning like an idiot. 

Sighing happily, he snuggled against her, head resting on her chest, arms completely surrounding her. He felt her hand running through his hair and he lifted his beaming face to hers, kissing her as he smiled.

She giggled at his blissful expression before asking, "Happy?"

"You have no idea," was his murmured reply as his head bent back towards her chest, teeth working on the top button. It was the only one she had bothered re-buttoning, which made his task of getting to her skin that much easier. He managed to get the button free rather quickly considering his extremely limited experience.

"Clark," she groaned as he pushed the fabric away from her breasts, baring her body to him once again. "Don't you think we should be getting up?"

He shook his head, running his tongue over the swell of her breast, then down the valley and to the next one. Clark actually felt the shiver that ran through her body as he repeated his path just a bit lower. 

Chloe's hands tightened in his hair, tugging just a bit at his head, trying to pull him up and away from her. "Clark," she began again.

"I think," he said loud enough to stop her from continuing her sentence as he let his tongue swoop across her flesh once more. "That I really," he licked a circle around her right breast, just missing the nipple. "Really," he repeated, moving to the left to duplicate his action. "Like waking up with someone in bed with me," his lips closed around her nipple, sucking it deeply into his mouth as she moaned underneath him.

"Having done it twice now," her sentence was cut off by another moan as he pulled back, applying all of his suction to just the tip, "you must be an expert."

"Three times," he corrected, switching to the other breast.

"Oh?" her 'oh' came out more of a whimper than a question. "Who else?" she asked breathlessly.

"What do you mean?" he lifted his head from her breast, using his hands to push them close together so he could alternate more easily between them.

"Only twice with me," was her half coherent response. 

"No. Twice at the house, and this morning," he swiped his tongue across her nipples watching them pucker in the cool air as he blew lightly over them.

"God, Clark, stop. I can't…Can't talk when you do that," this time when she tugged on his head, he let her pull him away; not very far away, but far enough so that his mouth couldn't be distracted by her beautiful breasts.

"You have the most amazing breasts, Chlo," he told her as his hand lightly circled one.

"Umm, thanks?" She still looked flustered and Clark wondered if she still wanted to talk or if he could resume his previous activities. "When was this other time you woke up with me?"

Evidently she remembered her desire to converse. "We fell asleep on the couch right?" After receiving her affirmative response he continued. "You woke up in my room. How did you think you got there?" His fingers were still circling around her breast, slowly getting closer to the nipple.

"I don't know," her back arched just slightly into his tough as he reached the areole. His fingernail grazed the nipple, causing her to shiver and clench her hands in his hair.

"My mom came downstairs and woke me up. Told me that we should move before my dad came down. I guess the situation looked a little too incriminating because as I got to the staircase, she told me that we were going to have a talk later." His finger pinched the nipple he had been playing with, his mouth dove down to ease the skin right after. He laved the turgid flesh with his tongue for a moment before lifting his head to look into her eyes. "Because of you, I got to have the sex talk with my mom."

"What did she say?" Chloe asked in a breathless rush, her hand pulling back just enough to push the hair out of Clark's eyes so she could see him.

Clark pushed himself up on his elbows a bit so their faces were just a little  closer. "Mom stuff, really. She said that it's good to wait and to use protection," he gave a little shrug and smiled mischievously at her. "She also said she'd be a hypocrite if she told me to wait until marriage, which was just a little too much information about my parents' sex life." 

They both laughed at that, Chloe's hand falling to the nape of Clark's neck, scratching along the small hairs there. He closed his eyes for a moment, enjoying the easy caress. Opening them, he found Chloe gazing up at him, a soft smile gracing her lips. 

He pushed away a strand of hair that had fallen into her eyes, his thumb rubbing her cheek as he continued his story. "Most importantly, she said it should be something I share with someone I love," he finished on a whisper and found he couldn't pull his eyes away from her gaze. Slowly, he began to lower his lips to hers. 

When they were so close he could feel her breath on his face, there was a sharp pounding on her door. Clark jerked back, the trance-like feeling that had just been over him broken by the repeated noise at the door.

"Chloe," Lex's voice rang out through the thick wooden doorway. "If you and Clark would be so kind as to get up and get dressed, breakfast will be ready in ten minutes. The limo is taking you home in an hour." 

They were both silent for a moment until Lex's voice rang out again, "Ten minutes you two."

"We'll be right down," Chloe responded, quickly finding her voice.

Clark heard Lex's sigh through the door, followed by his retreating footsteps. 

"I guess we were caught, huh?" Chloe asked, her face turning bright red.

Clark gave her a quick grin, kissing her swiftly, before pushing himself into a more upright position. "I think he assumed I would try to sneak in and see you. I mean, he got to see as much of you as I did last night. There's no way he could blame me." He smirked at her over his shoulder, standing up beside the bed.

"Oh, God! I had completely forgotten about that!" Chloe picked up the pillow beside her and covered her face with it.  Clark noticed she still hadn't closed up her top. "I can't go down there and face him!" he heard her muttered voice say through the pillow.

"Chloe," Clark reached down and pulled the pillow from her face, tugging her into a seated position on the bed as he did so. "If it makes you feel any better, he probably thinks we were doing things much worse in here all night and this morning." He gave her his best innocent grin before dropping a kiss on her nose and rushing back to the room he had been given last night to get dressed. 

He could hear her cursing and sputtering the entire way.


	6. Feelings and Confusion

Author's notes: This is actually a few days later than I had planned. Real life sometimes sucks ass. The next one is going to take a bit of time since I'm leaving on vacation Friday. I may get some of it written on the journey, but there's another fic I working on that has a –gasp- deadline that I have to finish too. Anyway, Part 6 is being worked on. Clark's POV and some friskiness in the Torch office since this one is kinda plotty. Heaven forbid. Enjoy!  
  
Set directly after "Zero" with spoilers up through that episode. Also, probably the last one that will follow a specific episode. More than likely, anything after "Zero" will not happen in this fic.  
  
  
  
Chloe walked slowly up towards the barn. It had been just over a week since she had been with Clark at Lex's house and she hadn't really spent any time alone with him since then. She tried to at the Talon opening, but when she finally arrived, he had been deeply involved in a rather intimate discussion with Lana. Chloe chose to leave them alone, figuring Clark was probably happier talking to Lana then he would be talking to her. Not only did he have a crush on Lana as big as Kansas, but he wasn't angry with Lana for delving into his past like Chloe had.  
  
Chloe sighed as she pushed open the barn door. She had tried to convince herself that she was saving the information on Clark for purely altruistic reasons. However no matter how many times she told herself that Clark may someday want to know more, she realized that her real reason for saving that information was that she just couldn't let go of the mystery. Even if Clark wasn't curious about his origins and the oddities surrounding his adoption, Chloe was. She just wished that her innate curiosity hadn't had the effect it did on their friendship.  
  
This was the first major fight that she and Clark had ever had. The fact that it happened days after they had been so intimate together just seemed to make it worse. They had literally gone from teasing and cuddling last Sunday, to Clark avoiding her completely over the interview in the span of a day. Chloe wasn't sure if she was more hurt because her best friend was ignoring her or because the person she regularly made out with was ignoring her for Lana Lang.  
  
Urging her feet forward, she moved slowly across the barn, questioning her decision to some here at all. Clark may not want to see her. He didn't have the same feelings for her as she had for him. Chloe was self aware enough to realize that she had proposed this arrangement with ulterior motives. Though she knew it wasn't the way of the world, a part of her was hoping that once Clark began to see her in a somewhat sexual way, he would finally recognize that they could be good together as something more than friends. It was her selfish little way of getting a part of Clark Kent that she didn't think she'd otherwise be able to have. Only now, she was beginning to question the wisdom of it.  
  
There was no denying the fact that Chloe had something of a crush on Clark. Ever since the first day she met him and kissed him in his barn, she knew her feelings for him went beyond friendship. There was also little denying that Clark saw her only as a friend. A few weeks ago she would have said there was no chance of ever being anything more, but after some of the things they'd shared, she wasn't so sure. Of course, it didn't change the fact that he was still making moon eyes at Lana.  
  
Sighing, she climbed up the stairs to the loft. She was beginning to rethink the wisdom of this situation. As much as she enjoyed getting to spend time kissing and touching Clark, she knew one day it would all end. Lana would finally stop her teasing flirtation with Clark and it would go on to something more and Chloe would be left behind. One part of her was telling her to enjoy every second she had with him so she could have pleasant memories once he was gone. The other was warning her not to get too close, too attached, because it would break her heart even more when it all ended. Chloe wasn't sure which side to listen to.  
  
"Hey," she called out gently when she spotted Clark lying on the couch, tossing a ball into the air and catching it.  
  
He turned his head slightly, gave her a small smile, then turned back to tossing the ball. "Hey," he replied.  
  
So much for the heartfelt hello. Not that she expected too much. At least he was talking to her again. His was wearing his typical flannel and jeans, making Chloe want nothing more than to snuggle up to him in the soft, warm fabric. His hair was tousled and his eyes looked tired. There was a sadness lingering about him that she really wanted to chase away.  
  
"Your mom told me I'd find you up here," she said as she walked closer to the couch, sitting down by his feet. "She also asked me to try and cheer you up. Said you were up here moping," she tugged on his big, booted foot playfully. "Why so mopey?"  
  
"Just…I guess just another crappy week."  
  
It seemed like he wanted to continue, so Chloe gave him her best 'I'm listening and concerned' face and waited.  
  
He sighed loudly, letting the little ball bounce down onto the floor. He lifted his hand to his hair, pushing the unruly locks back away from his face. "It just seems like every week something horrible happens to me or one of my friends. Some freak is trying to kill one of us, or somehow we find our way into danger and I'm just…one of these days, I'm not going…someone isn't going to make it. What am I going to do? What if I…"  
  
"Clark," she interrupted gently, her hand resting on his knee. "You can't spend your life thinking about what if's. You'll drive yourself crazy with worry." She took a moment to order her mixed up thoughts. There were just too many things running through her brain right now. She knew Clark had some kind of messiah complex, but all that really did was make her worry for him. In the back of her mind, she also spent a lot of time thinking about the day one of them wouldn't make it. Worse, she thought about the day she'd lose Clark while he was trying to save someone else.  
  
She squeezed her eyes shut tightly and forced the image out of her head, concentrating instead on her next words. "I know it sometimes seems like there's a cosmic force working against us and this town, but all we can do is take it day by day. For today, the bad guys have been beaten. The good guys win again," she said with a smile, giving his leg a little squeeze.  
  
He gave her a quick grin before that worried look settled over his features again. For a moment, quiet fell over the barn. It wasn't the same comfortable silences she was used to with Clark. This one seemed edged with expectancy. Like they were both waiting for the other to say something. Clark finally broke the moment.  
  
"Where were you Friday night? I didn't see you at the Talon opening."  
  
Chloe shifted in her seat, turning to face forward, her hand sliding away from Clark. "Um, yeah, I got there late. I was doing stuff with the paper and lost track of the time."  
  
Close enough to the truth to remember and yet still nothing that would get her in more trouble with Clark. The best lies were half-truths; made them easier to remember. She hoped the guilt wasn't evident in her voice. Or the jealousy.  
  
"Well, why didn't you come find me when you got there?" He broke eye contact, looking down at his chest before he quietly added, "I was looking for you."  
  
"You were?" As soon as the words were out of her mouth Chloe was wishing she hadn't said them. She could only hope they didn't sound as desperate and needy to Clark as they had to her.  
  
"Yeah," he replied. She noticed his hands playing with the hem of his shirt in a slightly nervous gesture and wondered what it could mean.  
  
"Well," she answered, clearing her throat. "You were talking to Lana when I got there and I didn't want to interrupt." Now it was Chloe's turn to examine her clothes nervously. She hated bringing Lana into the conversation, but it was a necessary evil. "Anyway, I didn't stay too long." Yet another of those pauses that Chloe was beginning to actively hate. She tucked her hair behind her ear before adding in a soft voice, "I didn't think you'd notice me missing. You seemed to be having a good time."  
  
"It was alright. Next time come over and say hi, at least. I was looking forward to seeing you," he said softly, his voice sounding incredibly young as he did. "I thought maybe you were still upset because of the fight."  
  
"I was still upset?" she asked incredulously. "Clark, I wasn't ever upset! I was just afraid that you were mad at me. I had no reason to be upset with you." Leave it to Clark to feel bad about her investigating him.  
  
"So is that why I haven't seen you in the last couple of days? Or was it something else?" Clark asked, his eyes not quite reaching hers.  
  
Chloe was actually a bit shocked. She had no idea that Clark would really notice her absence, much less think it was his fault. She didn't really know what to say. Confessing that she had been thinking about how much it would hurt when this whole thing ended probably wasn't a good idea. As far as she knew, Clark was still oblivious to the fact that her feelings went well beyond that a friend and make-out companion. It would be best if things stayed that way.  
  
"I just thought you might need a little space. Some time to yourself without nosey friends hanging around," she tried to use her best teasing voice, but it still came out rather small and sad to her ears.  
  
"Well, you were wrong," Clark responded. She thought for a second he was going to reach for her hand with his, but then he pulled his arm back and away from her. He heaved another of those sighs that Chloe was becoming used to and ran his hands through his hair instead. There was this air of unhappiness surrounding him like a shroud. It pulled at Chloe's heart to see him so upset. After a few more minutes of tense silence, she decided she had to say something, if for no other reason then to ease the quiet.  
  
"Clark, are you sure you're all right? You seem…I don't know exactly. You just don't seem yourself." She wanted to reach out and touch him in some way. Run her fingers along his cheek, rub her hands soothingly along his chest, anything; but from her position at his feet, they weren't viable options. She settled instead for tracing patterns on his leg with her fingers.  
  
"It's been a rough…"  
  
"Rough week," she completed for him. "Yeah, I know." After spending another moment looking at him, she tried again. "Do you want to talk about it?" she asked timidly, not sure what his response would be.  
  
"Not really," he replied, covering his eyes and rubbing at them with the heels of his palms.  
  
"Oh." Her stomach plummeted at his words. It seemed she wouldn't have to worry about how she would feel when things between them were over. She was going to experience it first hand and from the looks of it, very soon.  
  
"I guess I should just go then," she said softly, swearing to herself that she wasn't going to cry until she was away from the barn. After all, it's not like she didn't know this would happen. She just didn't expect it quite this soon. She stood up on slightly shaky legs, telling herself she was strong enough to do this. She made it all of two steps, before Clark's hand wrapped around her wrist.  
  
"Wait!" That was the most emotion he had shown in his voice all afternoon; urgent and a bit frightened. Like she were going to jump out the barn window instead of walking down the stairs. "Do you have to go?" His eyes finally made contact with hers, pleading with her. "Can't you stay here for a while?"  
  
"So we can stare at each other in silence a bit more?" she joked, though she let him pull her back over to the couch. This time she sat in the middle of the couch, by his waist.  
  
"No," he replied, blushing slightly before pulling her upper body down towards his. Chloe closed her eyes as she was tugged closer to him, his lips touching hers lightly. She sighed into the kiss. It had been too long since last she got to do this. That thought frightened her more than anything. If she could barely make it a week without kissing him, how would she survive when she didn't get to kiss him ever again?  
  
His tongue touched her lips and she let her mind drift away from her thoughts as she opened her mouth to him. Theirs tongues twined together in a kiss that was much more tender and less ardent than the kisses they normally shared. It felt very comfortable. She relaxed into his touch as his hands threaded through her hair, holding her head to his. Chloe moved so she was lying on the couch, half on top of him, half beside him.  
  
After a moment, he pulled back from the kiss, placing individual kisses over her face. His lips lightly touched her eyes, cheeks, nose and chin, before finding the sensitive area right below her jaw. A shudder of pleasure ran through Chloe as he paused to suckle the skin and her hands began to wander across his chest. His lips moved down one side of her neck to the hollow there and then back up the other side of her neck.  
  
Chloe moaned at the feel of his mouth against her. It felt like he was using his lips to caress her skin, sliding them lightly along her flesh; like he was cherishing her body with his mouth. Feeling like she should be doing more than she was, she kneaded the muscles on his chest, working her way down his body. Her hands slid down past his waist and suddenly she found her wrists encircled by his fingers.  
  
"Chloe," he murmured, pulling her hands up to his neck and then running his fingers down her arms. "Can we just…will you lay here with me?" he nuzzled her neck a little before shifting and wrapping his arms tightly around her. "I just want to hold you for a while, without all the other stuff."  
  
Chloe had no idea what to say to that or even what he meant by it. Did she do something wrong the last time they were together? She thought he enjoyed the attention she gave him, but what if he didn't? With a confused expression, she laid her head down upon his chest, trying to figure out his reasoning.  
  
The romantic, whimsical side of her wanted to believe that Clark was happy just lying here with her, holding her to him. The jaded, cynical side was telling her that he was no longer interested and was just trying to back out slowly to keep their friendship intact. The logic part of her thought that maybe he simply needed a friend.  
  
She figured that was the safest answer to go with. After telling Clark that she would be happy to stay here with him, she snuggled in close, burying her head in his neck and she nestled his face in her hair. His hands were running soothingly up and down her back, and every few moments he would place a kiss somewhere on her head. The part of her that felt rejected by Clark pulling her hands away from him was pacified for the moment by the part of her that was enjoying his smell and warmth underneath her.  
  
Maybe this would all end horribly. Unfortunately, that was the most likely possibility. But until it did, Chloe wanted to be as close to Clark as possible. She would just have to find someway to protect her heart as she did. 


End file.
